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

                           E U R O P E

         Wednesday, September 5, 2012, Vol. 13, No. 177

                            Headlines



G E R M A N Y

GERMAN GROUND: Moody's Cuts Rating on Class B1 Notes to 'Caa3'
KUKA AG: S&P Affirms 'B' Corp. Credit Rating; Outlook Positive
LANTIQ DEUTSCHLAND: Moody's Cuts Corp. Family Rating to 'Caa2'


G R E E C E

EMPORIKI BANK: Credit Agricole Seeks to Reach Sale Deal


H U N G A R Y

ELSO MAGYAR: Enters Into Liquidation After Creditor Talks Fail


I R E L A N D

ALLIED IRISH: Incurs EUR1.2 Billion Net Loss in H1 2012
CELF LOAN II: S&P Raises Rating on Class D Notes to 'B+'
SMURFIT KAPPA: Moody's Affirms 'Ba2' CFR/PDR; Outlook Stable
SMURFIT KAPPA: Fitch Assigns 'BB+(EXP)' Rating to Sr. Sec. Notes
SMURFIT KAPPA: S&P Assigns 'BB' Rating to EUR399MM Sr. Sec. Notes


I T A L Y

AGRI SECURITIES: Fitch Affirms 'BBsf' Rating on Class B Notes
BANCA CARIGE: Fitch Says LT IDR Downgrades No Impact on Ratings
EUROFIDI SCPA: S&P Affirms 'BB+/B' Counterparty Credit Ratings


K A Z A K H S T A N

KAZTRANSGAS: Fitch Affirms 'BB' Longterm Issuer Default Rating


L U X E M B O U R G

CONVATEC: Moody's Affirms 'B2' Corp. Family Rating


N E T H E R L A N D S

STORM 2012-IV: Fitch Assigns 'BB(EXP)' Rating to Class E Notes


P O L A N D

PNI: Budimex Mulls Legal Action Over Acquisition


R U S S I A

* CITY OF NOVOSIBIRSK: S&P Assigns 'BB' Rating to RUR2-Bil. Bond


S P A I N

AYT DEUDA: Fitch Lowers Ratings on Two Note Classes to 'B-sf'
BANKIA SA: State Bank Rescue Fund to Inject EUR4.5 Billion
INSTITUT CATALA: S&P Lowers Issuer Credit Ratings to 'BB/B'


U N I T E D   K I N G D O M

DARREL LEA: VIP Petfoods Buys Firm Out of Administration
ECO-BAT TECHNOLOGIES: S&P Affirms 'B+' CCR; Outlook Negative
IGLO FOODS: Fitch Withdraws 'B+' Long-Term Issuer Default Rating
JJB SPORTS: 10 Potential Buyers Obtain Sales Information
TRAVELODGE: Landlords Set to Decide on Rescue Deal

TRURO CITY FC: Goes Into Administration, Chairman Steps Down


                            *********


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G E R M A N Y
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GERMAN GROUND: Moody's Cuts Rating on Class B1 Notes to 'Caa3'
--------------------------------------------------------------
Moody's Investors Service has downgraded the Class A1 and Class
B1 Notes issued by German Ground Lease Finance II S.A. (amounts
reflect initial outstandings):

    EUR76.4 million Class A1 Notes, Downgraded to Ba3 (sf);
    previously on Sep 29, 2011 Downgraded to Baa1 (sf)

    EUR41.1 million Class B1 Notes, Downgraded to Caa3 (sf);
    previously on Sep 29, 2011 Downgraded to B2 (sf)

Ratings Rationale

The downgrade of the Class A1 and the Class B1 Notes reflects the
increased loss expectation related to this portfolio of
hereditary building rights, interest rate swaps and inflation
swaps. Moody's believes that the limited debt service capability
of the total cash flow received from ground rents and swaps as
well as the their combined value will materially impact the
refinancing of the REF Notes in 2017. Moody's continues to have
limited visibility on refinancing options for the combination of
ground lease cash flows, inflation swaps and interest rate swaps.
At the same time the combined value of the ground rents and the
swaps in the transaction has decreased, mainly due to an
increasingly negative mark-to-market ("MtM") of the interest rate
and inflation swaps.

The ratings of the Class A1 and the Class B1 Notes continue to be
sensitive to any evidence of pricing of portfolios of ground
rents and Moody's visibility on the refinancing efforts and
options of the sponsor of the transaction.

The key parameters in Moody's analysis are the default
probability of the securitized loans (both during the term and at
maturity) as well as Moody's value assessment for the properties
securing these loans. Moody's derives from those parameters a
loss expectation for the securitized pool.

In general, Moody's analysis reflects a forward-looking view of
the likely range of commercial real estate collateral performance
over the medium term. From time to time, Moody's may, if
warranted, change these expectations. Performance that falls
outside an acceptable range of the key parameters such as
property value or loan refinancing probability for instance, may
indicate that the collateral's credit quality is stronger or
weaker than Moody's had anticipated when the related securities
ratings were issued. Even so, a deviation from the expected range
will not necessarily result in a rating action nor does
performance within expectations preclude such actions. There may
be mitigating or offsetting factors to an improvement or decline
in collateral performance, such as increased subordination levels
due to amortization and loan re- prepayments or a decline in
subordination due to realised losses.

Primary sources of assumption uncertainty are the current
stressed macro-economic environment and continued weakness in the
occupational and lending markets. Moody's anticipates (i) delayed
recovery in the lending market persisting through 2013, while
remaining subject to strict underwriting criteria and heavily
dependent on the underlying property quality, (ii) strong
differentiation between prime and secondary properties, with
further value declines expected for non-prime properties, and
(iii) occupational markets will remain under pressure in the
short term and will only slowly recover in the medium term in
line with anticipated economic recovery. Overall, Moody's central
global macroeconomic scenario is for a material slowdown in
growth in 2012 for most of the world's largest economies fueled
by fiscal consolidation efforts, household and banking sector
deleveraging and persistently high unemployment levels. Moody's
expects a mild recession in the Euro area.

As the Euro area crisis continues, the rating of the structured
finance notes remain exposed to the uncertainties of credit
conditions in the general economy. The deteriorating
creditworthiness of euro area sovereigns as well as the weakening
credit profile of the global banking sector could negatively
impact the ratings of the notes. Furthermore, as discussed in
Moody's special report "Rating Euro Area Governments Through
Extraordinary Times -- An Updated Summary," published in October
2011, Moody's is considering reintroducing individual country
ceilings for some or all euro area members, which could affect
further the maximum structured finance rating achievable in those
countries.

Moody's Portfolio Analysis

German Ground Lease Finance II S.A. represents the securitization
of five real estate funding notes ("REF Notes") that are in turn
secured by the rental income ("ground rents") derived from
hereditary building rights in relation to a portfolio of more
than 10,000 apartments and some commercial units located in
various German cities. The hereditary building rights were
created by separation of the respective land from the right to
use the building located on this land. In relation to this
transaction, the hereditary building rights have been sold mainly
to institutional property investors.

The REF Notes are scheduled to refinance in February 2014. In the
event of non-refinancing, the Notes will continue to bear
interest at the current margin plus an additional step up margin
until the maturity date of the REF Notes in February 2017. The
Notes mature in 2020. The transaction structure incorporates a
long-dated inflation and interest swap structure. The inverse
relationship of mark-to-market ("MtM") of the swaps to the value
of the ground rents was intended to mitigate the refinancing
risk. The interest rate and inflation swaps mature in 2036.

The key credit parameters are the refinancing likelihood of the
transaction and the combined value of the ground rent portfolio
and the inflation and interest rate swaps.

Moody's continues to have limited visibility on refinancing
options for the combination of ground lease cash flows, inflation
swaps and interest rate swaps. The combined package needs to be
refinanced or restructured to repay the REF Notes in 2017 latest,
while a step-up is payable from 2014 onwards. Based on Moody's
expectation of the development of the spread in the transaction,
this step-up cannot be met from REF Note income. Moody's has
increased its default likelihood of the transaction mainly due to
increased refinancing risk.

Given the development of interest rates and inflation
expectations in the last years, a large mark-to-market ("MtM")
would be payable to the swap counterparty in case of a breakup of
the structure. These amounts ranks pari passu to either interest
or principal of the Class A Notes. The MtM is highly volatile,
and Moody's does take into consideration that the MtM might also
decrease over time on the interest rate swap side.

At least in theory low interest rates and increased inflation
expectations should have a positive impact on the market value of
a ground lease portfolio. Hence the negative effect of the swap
MtM against the Issuer could be offset by value increases of the
underlying ground lease portfolio. Moody's believes that ground
rents are an appealing investment in the current economic and
interest rate situation. However, Moody's does not believe that
potential buyers would reduce their yield expectations fully in
line with market interest rates decreases or inflation
expectation increases for longer maturities. Hence the offsetting
effect of increased value of the portfolio of ground leases
against increased MtM of the swaps might not work as anticipated.
This exposes the transaction to potentially higher loss
severities.

In addition Moody's notes that there is no active market for
ground rents currently. Therefore the uncertainty related to a
price achievable in case of a default of the REF Notes is higher
than in other CMBS transactions, which opposes the generally
positive pricing impact of a generally more stable cash flow.

Based on various scenarios relating to the development of the
valuation of ground rent portfolio and swaps, Moody's Note-to-
Value ("NTV") ratio of the Class A1 Notes has increased to 90-
110%. Moody's NTV of the Class B1 Notes is in a range of 140% to
160%. Moody's has however factored into its analysis that the MtM
of the swaps are volatile and could also reduce over time,
especially on the interest rate swap side.

Rating Methodology

The principle methodology used in this rating was Moody's
Approach to Real Estate Analysis for CMBS in EMEA: Portfolio
Analysis (MoRE Portfolio) published in April 2006.

Other factors used in this rating are described in European CMBS:
2012 Central Scenarios published in February 2012.

The updated assessment is a result of Moody's on-going
surveillance of commercial mortgage backed securities (CMBS)
transactions. Moody's prior assessment is summarized in a press
release dated September 29, 2011. The last Performance Overview
for this transaction was published on June 21, 2012.

In rating this transaction, Moody's used both MoRE Portfolio and
MoRE Cash Flow to model the cash-flows and determine the loss for
each tranche. MoRE Portfolio evaluates a loss distribution by
simulating the defaults and recoveries of the underlying
portfolio of loans using a Monte Carlo simulation. This portfolio
loss distribution, in conjunction with the loss timing calculated
in MoRE Portfolio is then used in MoRE Cash Flow, where for each
loss scenario on the assets, the corresponding loss for each
class of notes is calculated taking into account the structural
features of the notes.

As such, Moody's analysis encompasses the assessment of stressed
scenarios.

Moody's ratings are determined by a committee process that
considers both quantitative and qualitative factors. Therefore,
the rating outcome may differ from the model output.


KUKA AG: S&P Affirms 'B' Corp. Credit Rating; Outlook Positive
--------------------------------------------------------------
Standard & Poor's Rating Services revised its outlook on Germany-
based industrial automation and robotics manufacturer KUKA AG to
positive from stable. "At the same time, we affirmed our 'B'
long-term corporate credit rating on KUKA, as well as our 'B-'
issue rating on the group's second-lien debt," S&P said.

"The outlook revision reflects KUKA's order intake and consistent
earnings growth in the past few quarters, which have resulted in
an improvement in the group's credit measures. We believe that
the strong order intake provides good visibility of stable
earnings in the future. Furthermore, we anticipate that the
company will benefit from the expansion plans of its main
customers in global growth markets such as North America, Eastern
Europe, and Asia Pacific," S&P said.

"KUKA achieved record-high revenues of EUR1.6 billion in the 12
months to June 2012, which helped boost profitability to a
reported EBIT margin of more than 6%. We consider that the
improvement in KUKA's business mix including higher penetration
in the general industry segment and the introduction of new
higher-margin products such as KR Quantec and KR Agilus robots
and KR C4 controllers, should allow KUKA to post similar
operating profits in the next 12 months," S&P said.

"Based on management's public guidance, we believe that KUKA will
likely be able to increase sales by about 11% from EUR1.4 billion
in 2011. At the same time, we believe that KUKA will be able to
maintain a Standard & Poor's-adjusted EBITDA margin of about 6.5%
in the near term, benefiting from the lower operating leverage
the company achieved during its 2010-2011 restructuring, and from
higher sales volumes," S&P said.

"As of June 30, 2012, KUKA's adjusted debt totaled EUR203
million. We do not anticipate that this amount will increase
materially in the near term because we believe that KUKA is
unlikely to make large acquisitions in the next 12 months.
Combined with our base-case earnings forecast, we anticipate that
KUKA will be able to maintain net debt to EBITDA of about 2x and
funds from operations (FFO) to debt of about 20% on a fully-
adjusted basis. At the same time, we anticipate that KUKA will
post positive, albeit modest, free operating cash flow (FOCF) on
a reported basis. That said, we think it likely that cash
generation will be tempered until 2014, while the company invests
in expanding its production capacity in order to meet increased
demand," S&P said.

"KUKA's ratings continue to reflect our view of its weak business
risk profile. However, we have revised upward our assessment of
KUKA's financial risk profile to 'aggressive' from 'highly
leveraged', in line with our criteria and to reflect the
improvement in its credit measures," S&P said.

"In our opinion, the ratings are constrained by KUKA's high
exposure to the cyclical auto industry and, consequently, its
weak and volatile operating margins. Further constraints include
KUKA's difficult position as a supplier to price-aggressive
original equipment manufacturers (OEMs) and its limited
geographic, end-market, and customer diversity," S&P said.

"These constraints are partly offset by KUKA's strong and leading
market positions in its niche markets and longstanding
relationships with OEMs. The 8.75% EUR202 million second-lien
secured notes due 2017, issued by KUKA, are rated 'B-', one notch
below the corporate credit rating. The recovery rating on the
notes is '5', indicating our expectation of modest (10%-30%)
recovery in the event of a payment default. We calculate recovery
to be at the low end of the range and note that the issue and
recovery ratings could come under pressure should the level of
priority liabilities increase materially," S&P said.

"We assess KUKA as a going concern, based on our anticipation
that the company would reorganize in the event of a default, with
some of its less competitive segments liquidated. Our simulated
default scenario contemplates a default in 2014 as a result of
weak demand arising from soft market conditions, low
profitability due to pricing pressure from competition, and
pressure on working capital," S&P said.

"The recovery rating of '5' on the notes and our expectation for
modest (10%-30%) recovery in the event of a payment default
assume 75% cash collateralization on the prior-ranking guarantee
lines," S&P said.

"The positive outlook reflects a one-in-three likelihood of us
upgrading KUKA in the next 12 months. This could occur if we
believe that KUKA's recent improvement in credit measures is
sustainable over time. We consider an adjusted ratio of debt to
EBITDA of less than 3x, and FFO to debt of more than 15% at all
times as commensurate with a higher rating. Positive reported
FOCF is also a prerequisite for a positive rating action," S&P
said.

"We could consider revising the outlook to stable if KUKA's
credit measures weaken significantly from the levels specified
above. This could happen if earnings suffer from a sales decline
caused by weak end markets, combined with an EBITDA margin
materially lower than the 6.5% we forecast. We could also revise
the outlook to stable if headroom on the interest coverage
covenant declines materially or if the company's liquidity
position deteriorates because of reduced customer prepayments,"
S&P said.


LANTIQ DEUTSCHLAND: Moody's Cuts Corp. Family Rating to 'Caa2'
--------------------------------------------------------------
Moody's Investors Service has downgraded Lantiq Deutschland
GmbH's corporate family rating to Caa2, the probability of
default rating to Caa3, the rating on the US$110.75 million
senior secured term loan to Caa2 and placed all ratings on review
for further downgrade.

Downgrades:

  Issuer: Lantiq Deutschland GmbH

     Probability of Default Rating, Downgraded to Caa3 from Caa2

     Corporate Family Rating, Downgraded to Caa2 from Caa1

     Senior Secured Bank Credit Facility, Downgraded to Caa2 from
     Caa1

On Review for Possible Downgrade:

  Issuer: Lantiq Deutschland GmbH

     Senior Secured Bank Credit Facility, Placed on Review for
     Possible Downgrade, currently Caa2, LGD3 - 33 %

Outlook Actions:

  Issuer: Lantiq Deutschland GmbH

     Outlook, Changed To Rating Under Review From Stable

Ratings Rationale

The downgrade follows weaker than expected operating performance
in the third quarter of fiscal year 2012 (fiscal year ends
September 30) with limited prospects for short term improvements.
As a result, Moody's deems a breach of covenants under the senior
secured term loan on September 30, 2012 and the restructuring of
the current capital structure as likely.

Revenues and earnings fell significantly short of expectations in
the third quarter of fiscal year 2012 as result of reduced
investment spending by telecom carriers in a muted macroeconomic
environment, lower than expected revenues generated by new
product launches and lower demand for older generation products.
This negative deviation from budget has also resulted in
continued negative free cash flow generation in the third quarter
of 2012.

An improvement in Lantiq's earnings and cash flow generation is
very much dependent on future investments of telecoms carriers in
applications and increasing market acceptance of new product
launches.

The rating review will focus on (1) Lantiq's ability to restore
headroom under financial covenants and to avoid a payment default
on the US$110.75 million senior secured term loan, (2) the
prospects of a recovery in Lantiq's operating performance in the
near term against muted investment spending by carriers and weak
macroeconomic environment, (3) the group's ability to maintain an
adequate liquidity cushion and sufficient financial flexibility
which remains dependent on the continued support from its owner
Golden Gate Capital.

What Could Change The Rating Up/Down

The ratings could be downgraded further in case of a near-term
default on Lantiq's US$110.75 million senior secured credit
agreement or any transaction that could qualify as a distressed
exchange with a lower than currently expected recovery rate for
lenders in such a scenario, or if turnover, EBITDA and free cash
flows fail to improve again to levels which would prove the long-
term sustainability of Lantiq's business model.

Rating upward pressure could arise in case the company
successfully restored headroom under financial covenants or
successfully refinanced the current US$110.75 million credit
agreement with limited losses to existing lenders.

The principal methodology used in rating Lantiq Deutschland GmbH
was the Global Semiconductor Industry Methodology published in
November 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.

Lantiq Deutschland GmbH, headquartered in Neubiberg (Munich,
Germany), is a leading designer of communications semiconductors
deployed by major carriers in traditional voice and broadband
access networks around the world. Lantiq generated revenues of
around US$430 million in fiscal year ending September 30, 2011.



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G R E E C E
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EMPORIKI BANK: Credit Agricole Seeks to Reach Sale Deal
-------------------------------------------------------
Noemie Bisserbe at Dow Jones Newswires reports that Credit
Agricole SA said Tuesday that it could seal a deal to sell
Emporiki Bank of Greece, its troubled unit, within weeks, a move
that would draw a line under its disastrous foray into Greece,
but left open questions about the cost of such an exit for
France's third largest publicly listed bank.

The acquisition of Emporiki Bank of Greece in 2006 saddled the
bank with billions of euros in losses as bad loans rose and fears
over an eventual Greek exit from the 17-nation currency bloc
shattered consumer confidence, Dow Jones notes.

Seeking a way to exit Greece, the bank received offers for
Emporiki from three Greek banks -- Eurobank Ergasias SA, National
Bank of Greece SA and Alpha Bank AE -- raising hopes that the
French lender may at last turn the page on this difficult
chapter, Dow Jones discloses.

"We are looking at the three binding offers we have received,"
Dow Jones quotes Chief Executive Jean-Paul Chifflet as saying
after reporting a 67% decline in second-quarter net profit.  "No
final decision has been made yet."

According to Dow Jones, Mr. Chifflet said discussions were
ongoing with the Bank of Greece and the country's bank-
recapitalization agency, as well as the so-called troika that
oversee Greece's bailout program - the European Commission,
International Monetary Fund and European Central Bank -- "on the
conditions under which the transaction could take place."

But the cost to the bank may be more than it anticipated,
Dow Jones says, citing a person with direct knowledge of the
negotiations.  The person said that late last month, Credit
Agricole injected EUR2.3 billion (US$2.9 billion) of capital into
Emporiki, which may not prove enough to pave the way for a sale,
Dow Jones recounts.  The person, as cited by Dow Jones, said that
Credit Agricole may be asked to again recapitalize its Greek unit
before it is sold to avoid forcing Greece to pump taxpayers'
money into the ailing lender.

Any possible sale of Emporiki would be part of a broader
consolidation of Greece's banking sector, Dow Jones notes.

Headquartered in Athens, Emporiki Bank of Greece S.A. --
http://www.emporiki.gr/-- provides retail and corporate banking,
investment banking, asset management, portfolio management, and
other financial services in Greece, Romania, Bulgaria, Albania,
Cyprus, and Great Britain.



=============
H U N G A R Y
=============


ELSO MAGYAR: Enters Into Liquidation After Creditor Talks Fail
--------------------------------------------------------------
MTI-Econews reports that business daily Napi Gazdasag said on
Tuesday Elso Magyar Gyumolcsfeldolgozo es Gyumolcslegyarto is
going under liquidation after two failed rounds of talks with
creditors.

According to MTI-Econews, the paper said that a request for the
initiation of a liquidation procedure against the company has
been filed with a court in Kecskemet.

MTI-Econews relates that Roland Horvath, the mayor of Ersekhalma
(SW Hungary), where the company is based, told the paper the
company owes creditors HUF1.7 billion, and business partners and
employees a further HUF1.9 billion.

Elso Magyar Gyumolcsfeldolgozo es Gyumolcslegyarto is the maker
of the popular Hey-Ho brand of fruit syrup.



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I R E L A N D
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ALLIED IRISH: Incurs EUR1.2 Billion Net Loss in H1 2012
-------------------------------------------------------
Following the release of its 2012 Preliminary Interim Results on
July 27, 2012, Allied Irish Banks, p.l.c., published its Half
Yearly Financial Report for the six months ended June 30, 2012.

Allied Irish reported a net loss of EUR1.21 billion on EUR771
million of total operating income for the half year ended
June 30, 2012, compared with profit of EUR2.23 billion on
EUR851 million of total operating income for the half year of
2011.

Allied Irish's balance sheet at June 30, 2012, showed EUR129.85
billion in total assets, EUR116.59 billion in total liabilities
and EUR13.26 billion in total shareholders' equity.

A copy of the filing is available for free at:

              http://bankrupt.com/misc/ALLIEDH12012.pdf

                      About Allied Irish Banks

Allied Irish Banks, p.l.c. -- http://www.aibgroup.com/-- is a
major commercial bank based in Ireland.  It has an extensive
branch network across the country, a head office in Dublin and a
capital markets operation based in the International Financial
Services Centre in Dublin.  AIB also has retail and corporate
businesses in the UK, offices in Europe and a subsidiary company
in the Isle of Man and Jersey (Channel Islands).

Since the onset of the global and Irish financial crisis, AIB's
relationship with the Irish Government has changed significantly.

As at Dec. 31, 2010, the Government, through the National Pension
Reserve Fund Commission ("NPRFC"), held 49.9% of the ordinary
shares of the Company (the share of the voting rights at
shareholders' general meetings), 10,489,899,564 convertible non-
voting ("CNV") shares and 3.5 billion 2009 Preference Shares.  On
April 8, 2011, the NPRFC converted the total outstanding amount
of CNV shares into 10,489,899,564 ordinary shares of AIB, thereby
increasing its holding to 92.8% of the ordinary share capital.

In addition to its shareholders' interests, the Government's
relationship with AIB is reflected through formal and informal
oversight by the Minister and the Department of Finance and the
Central Bank of Ireland, representation on the Board of Directors
(three non-executive directors are Government nominees),
participation in NAMA, and otherwise.

The Company reported a loss of EUR2.29 billion in 2011, a loss of
EUR10.16 billion in 2010, and a loss of EUR2.33 billion in 2009.

Allied Irish's consolidated statement of financial position for
the year ended Dec. 31, 2011, showed EUR136.65 billion in total
assets, EUR122.18 billion in total liabilities and EUR14.46
billion in shareholders' equity.


CELF LOAN II: S&P Raises Rating on Class D Notes to 'B+'
--------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions on all rated classes of notes in CELF Loan Partners II
PLC.

Specifically, S&P has raised its ratings on the class B-1, B-2,
C, and D notes, and affirmed its rating on the class A notes.

"The rating actions follow our assessment of the transaction's
performance using data from the latest available Trustee report
dated July 16, 2012, and our cash flow analysis. We have taken
into account recent transaction developments and applied our 2012
counterparty criteria," S&P said.

"Our analysis indicates that the outstanding balance of the class
A notes has decreased by 11.73% since our previous transaction
update on Dec. 6, 2010. These notes were paid down from interest
proceeds that were diverted to cure the previously failing
coverage tests for the class D notes and from the principal
proceeds from the amortization of the assets during the post-
reinvestment period. In our opinion, this has increased the level
of credit enhancement available for all of the rated classes of
notes compared with our December 2010 review. From the July 2012
trustee report, we have also observed an increase in the
weighted-average spread to 3.97% from 3.15%," S&P said.

"We have subjected the capital structure to a cash flow analysis
to determine the break-even default rate for each rated class of
notes. In our analysis, we used the reported portfolio balance
that we considered to be performing, the current weighted-average
spread, and the weighted-average recovery rates that we
considered to be appropriate. We incorporated various cash flow
stress scenarios, using alternative default patterns, levels, and
timings for each liability rating category, in conjunction with
different interest rate stress scenarios," S&P said.

"From our analysis, 10.68% of the performing assets are non-euro-
denominated, and are hedged under specific cross-currency swap
agreements. In our opinion, the documentation for these cross-
currency swaps does not fully reflect our 2012 counterparty
criteria. Consequently, our cash flow analysis has considered
scenarios where the currency swap counterparty does not perform
and where, as a result, the transaction is exposed to changes in
currency rates. According to our cash flow analysis, the exposure
to the cross-currency swap counterparty is sufficiently limited
that a failure to perform would not affect our rating on the
class A notes. We have therefore affirmed our rating on the class
A notes at 'AA+ (sf)'," S&P said.

"Based on our credit and cash flow analysis, we consider the
level of credit enhancement available to the class B-1, B-2, and
C notes to be consistent with a higher rating than we previously
assigned. We have therefore raised our rating on these classes of
notes. In our opinion, the current rating on the cross-currency
swap counterparty can support this rating level. As a result, our
current rating on the cross-currency swap counterparty does not
constrain our ratings on these classes of notes," S&P said.

"The rating on the class D notes was constrained by the
application of the largest obligor default test, a supplemental
stress test that we introduced in our 2009 criteria update for
corporate collateralized debt obligations (CDOs)," S&P said.

CELF Loan Partners II is a managed cash flow collateralized loan
obligation (CLO) transaction that securitizes loans to primarily
speculative-grade corporate firms. It closed in November 2005 and
is managed by CELF Advisors LLP.

             STANDARD & POOR'S 17G-7 DISCLOSURE REPORT

SEC Rule 17g-7 requires an NRSRO, for any report accompanying a
credit rating relating to an asset-backed security as defined in
the Rule, to include a description of the representations,
warranties and enforcement mechanisms available to investors and
a description of how they differ from the representations,
warranties and enforcement mechanisms in issuances of similar
securities. The Rule applies to in-scope securities initially
rated (including preliminary ratings) on or after Sept. 26, 2011.

If applicable, the Standard & Poor's 17g-7 Disclosure Report
included in this credit rating report is available at:

            http://standardandpoorsdisclosure-17g7.com

RATINGS LIST

CELF Loan Partners II PLC
EUR475 Million Secured Floating- and Fixed-Rate Notes

Class       Rating                  Rating
            To                      From

Ratings Raised

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

Rating Affirmed

A             AA+ (sf)


SMURFIT KAPPA: Moody's Affirms 'Ba2' CFR/PDR; Outlook Stable
------------------------------------------------------------
Moody's Investors Service has affirmed Smurfit Kappa Group's
(SKG) Ba2 Corporate Family Rating (CFR) and Probability of
Default Rating and has assigned a Ba2 rating to the group's
proposed Senior Secured Notes of EUR400 million equivalent, to be
issued with a EUR and USD tranche by Smurfit Kappa Acquisitions,
an indirect subsidiary of Smurfit Kappa Group plc. Subsequently,
the rating of the group's existing Senior Secured Notes has been
lowered to Ba2 from Ba1. The outlook on all ratings is stable.

Proceeds from the proposed issuance will be used for a prepayment
of the group's EUR381 million Senior Subordinated Notes as well
as transaction related fees and expenses. Once the expected
redemption of the Senior Subordinated Notes is completed, Moody's
expects to withdraw the rating on these notes.

Ratings Rationale

The affirmation of the group's Ba2 CFR reflects SKG's solid
operating performance over the last quarters, moderately ahead of
Moody's expectation when Moody's upgraded the CFR earlier this
year to Ba2. Resilient corrugated box pricing and fairly stable
volumes in the group's European stronghold resulted in stable
topline and operating profitability in the first half of 2012,
which is expected to continue through the second half of 2012.
This, together with benefits from a wider refinancing exercise
including sustainable debt reduction implemented earlier in the
year, enabled SKG to post credit metrics well in line with its
current Ba2 rating, such as its leverage in terms of Debt/EBITDA
below 4x and with retained cash flow to debt comfortably in the
mid teen percentages. Stable operating profitability should
enable SKG to generate sizeable free cash flows over the coming
quarters despite the reinstatement of dividend payments earlier
in the year absent material capex projects and should support
further gradual improvements in the group's financial profile
over time.

The stable outlook reflects Moody's assumption of Smurfit Kappa
being able to sustain current profitability levels despite the
challenging macroeconomic environment in Europe due to is
integrated business model and a sizeable exposure to the
defensive food and beverage industry. It also reflects Moody's
expectation of free cash flow generated to be applied for a
further gradual reduction in net debt that should enable SKG over
time to create further headroom in its rating category, absent
any material debt funded acquisitions or capex projects.

The downgrade of the group's Senior Secured Notes rating to Ba2
from Ba1 is not a reflection of weaker business or industry
fundamentals but in line with Moody's Loss Given Default
Methodology. It mirrors the increase of senior secured debt
within the capital structure while the senior subordinated debt
portion, which would carry the first loss in a default scenario,
is reduced by a similar amount. Following the refinancing, the
cushion provided by unsecured debt and non-debt financial claims
(including the company's pension deficit and lease rejection
claims) is no longer sufficient to warrant a higher rating of the
Senior Secured Notes above the Corporate Family Rating.

Positive rating pressure could develop if market conditions were
to support improvements in leverage (as adjusted by Moody's)
falling to below 3.5x on a sustained basis with RCF/ debt
improving towards 20%.

Negative rating pressure could build if leverage (as adjusted by
Moody's) moves to materially above 4x Debt/EBITDA on a
sustainable basis or RCF/ debt falls to the low teens, or if SKG
would be unable to generate positive free cash flows. Also, a
large debt-financed acquisition or material increases in
shareholder distributions could negatively impact the company's
rating given current macroeconomic uncertainties.

Assignments:

Issuer: Smurfit Kappa Acquisitions

  Senior Secured Regular Bond/Debenture, Assigned a range of 42
  - LGD3 to Ba2

Downgrades:

Issuer: Smurfit Kappa Acquisitions

  Senior Secured Regular Bond/Debenture, Downgraded to Ba2, LGD3,
  42% from Ba1, LGD3, 39%

Issuer: Smurfit Kappa Treasury Funding Limited

  Senior Secured Regular Bond/Debenture, Downgraded to Ba2, LGD3,
  42% from Ba1, LGD3, 39%

The principal methodology used in rating Smurfit Kappa Group was
the Global Paper and Forest Products Industry Methodology
published in September 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.

Smurfit Kappa Group plc is Europe's leading manufacturer of
containerboard and corrugated containers as well as specialty
packaging, such as, for example, bag-in-box packaging of liquids
like water and wine. The group holds also the leading position
for its major product lines in Latin America. SKG reported EUR7.4
billion of revenues in the last twelve months ending June 2012.


SMURFIT KAPPA: Fitch Assigns 'BB+(EXP)' Rating to Sr. Sec. Notes
----------------------------------------------------------------
Fitch Ratings has assigned Smurfit Kappa Group's (SKG)
prospective senior secured notes, to be issued by Smurfit Kappa
Acquisitions, an expected rating of 'BB+(EXP)'.  The final rating
is contingent on the receipt of final documents conforming to
information already received.

The agency has also affirmed SKG's Long-term foreign currency
Issuer Default Rating (IDR) at 'BB', with a Stable Outlook, and
the following SKG-related entities' ratings:

  -- Smurfit Kappa Acquisitions' senior secured facilities
     affirmed at 'BB+

  -- Smurfit Kappa Acquisitions' guaranteed senior secured notes
     affirmed at 'BB+'

  -- Smurfit Kappa Treasury Funding's senior secured notes due
     2025 affirmed at 'BB+'

  -- Smurfit Kappa Funding's senior subordinated notes due 2015
     affirmed at 'BB-'

SKG is refinancing its 7.75% senior subordinated notes due 2015
(issued by Smurfit Kappa Funding) with a new EUR400 million
equivalent dual-tranche senior secured notes offering.  The new
notes will be issued by the financial subsidiary Smurfit Kappa
Acquisitions and will rank pari passu with the existing senior
credit facility (Tranche B and C maturing in 2016 and 2017
respectively), senior secured notes (due in 2017 and 2019) and
the US Yankee bond due in 2025, sharing the same guarantees and
collateral (apart some subsidiaries in Spain and Argentina that
are not guarantors of the new notes).  The offering comprises a
EUR200 million tranche and a US$250 million tranche.

The new issue will be neutral in term of gross and net leverage,
as the proceeds of EUR400 million equivalents will be entirely
used to redeem the two subordinated notes (with a principal of
EUR217.5 million and US$200 million respectively) and pay some
additional costs (including redemption costs, accrued interest
and transaction costs).  However, the new issue will improve
SKG's debt average duration and maturity profile.  Following the
refinancing, the first relevant debt maturities will be the
EUR250 million (of which EUR219 million was used as of end-June
2012) receivable securitization program in 2015 and the EUR696
million Tranche B of the senior credit facility in 2016.

The redemption of the subordinated notes will simplify the
financial structure of SKG, with basically all the long-term bank
debt and bonds being senior secured and ranking pari passu.

The affirmation of SKG's ratings and Stable Outlook reflect its
healthy performance in H112, with a continuous improvement in
credit metrics and leverage ratios despite the unfavorable
macroeconomic environment.  Fitch expects the corrugated
packaging market to remain weak in H212, but this should have
little impact on the ratings, as SKG's credit metrics have ample
margins within the current rating category.  SGK's ratings are
also supported by its strong liquidity, backed by EUR502 million
of unrestricted cash as of end-June 2012 and by a fully undrawn
EUR525 million RCF maturing in 2016.

What Could Trigger A Rating Action?

Positive: Future developments that may, individually or
collectively, lead to a positive rating action include:

  -- The continuation of the current path in debt reduction and
     the improvement in credit metrics could lead to an upgrade.
     In particular, the improvement of FFO adjusted leverage to
     below 3.5x, maintaining FCF/revenue above 1% and FFO
     interest coverage above 3.0x could lead to positive rating
     action.

Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:

  -- A material deterioration in the operating performance, with
     sustained negative FCF

  -- A re-leveraging of the group, due to either a deterioration
     in trading conditions or to M&A activity, with FFO adjusted
     leverage worsening to above 4.5x.


SMURFIT KAPPA: S&P Assigns 'BB' Rating to EUR399MM Sr. Sec. Notes
-----------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' issue rating
to the proposed EUR399 million-equivalent senior secured notes
due 2018 (split EUR200 million and US$250 million), to be issued
by Smurfit Kappa Acquisitions (BB/Stable/--). The issuer is a
fully owned subsidiary of Ireland-based paper and packaging
producer Smurfit Kappa Group PLC (Smurfit; BB/Stable/--). "The
recovery rating on the proposed senior secured notes is '3',
indicating our expectation of meaningful (50%-70%) recovery in
the event of a payment default," S&P said.

"At the same time, we lowered to 'BB' from 'BB+' our issue
ratings on Smurfit's existing senior secured bank facilities
(term loan B, term loan C, and the revolving credit facility
[RCF]) and the existing senior secured notes. The latter comprise
two issues of EUR500 million maturing in 2017 and 2019, as well
as US$292 million Yankee bonds maturing in 2025. The 'BB' issue
rating is the same level as the corporate credit rating on
Smurfit. In addition, we revised downward our recovery ratings on
all the existing senior secured instruments to '3' from '2'. The
recovery rating of '3' indicates our expectation of meaningful
(50%-70%) recovery in the event of a payment default," S&P said.

"The downgrades on the existing senior secured debt reflect the
increase in senior secured debt in Smurfit's capital structure
following the issue of the proposed EUR399 million-equivalent
senior secured notes. Following the issue of the proposed notes,
all of Smurfit's debt will rank equally and form one class of
debt. In general, when there is only one class of debt in the
capital structure, we align the issue rating with the long-term
corporate credit rating on the issuer. Our recovery ratings
reflect the relative positions of debt classes," S&P said.

"We understand that Smurfit will use the proceeds of the proposed
notes to fully repay its existing EUR217.5 million and US$200
million subordinated notes due 2015, and therefore the senior
secured debtholders will no longer benefit from the additional
security provided by the notes, which ranked junior to the other
senior secured debt. Therefore, we believe that the recovery
prospects for the senior secured creditors will decrease. We
understand that any excess proceeds from the proposed notes will
be used to repay term loans," S&P said.

"The 'BB' corporate credit ratings on Smurfit and its related
entities remain unchanged following the proposed issue. The
ratings reflect our assessment of the group's 'satisfactory'
business risk profile and 'aggressive' financial risk profile,
and our view that the group will continue to generate substantial
positive free operating cash flow, allowing for further debt
reductions, despite macroeconomic uncertainties affecting its
markets. Furthermore, we view the group's reduced leverage target
of unadjusted debt to EBITDA of less than 3x over the cycle, as
well as its extended debt maturity profile, as supports for the
group's financial risk profile and liquidity. We assess the
latter as 'strong' as defined in our criteria," S&P said.

                         RECOVERY ANALYSIS

The proposed EUR399 million-equivalent senior secured notes due
2018 will rank pari passu with all of the existing senior secured
debt.

The proposed notes are guaranteed and secured on the same basis
as the existing senior secured debt. The senior secured bank
facilities and the various senior secured notes (including the
proposed notes) share the same security package. This package
comprises a large base of fixed assets that include the group's
plants, as well as substantial inventories and receivables well
in excess of the amount pledged to the receivables'
securitization.

The documentation for the proposed notes restricts, among other
things, Smurfit's ability to raise additional debt, pay
dividends, sell certain assets, or merge with other entities.
However, the documentation for the proposed notes allows Smurfit
to raise new debt if its fixed-charge coverage ratio is more than
2x. The proposed notes' documentation also allows the issue of
additional secured debt if the consolidated senior secured
leverage ratio is less than 4x. Aside from these conditions, a
permitted liens covenant allows for liens securing obligations of
no more than 15% of the consolidated net tangible assets at any
time; and for credit facilities of up to EUR2.935 billion.

The proposed senior secured notes benefit from a change-of-
control clause and a cross-default clause (for any unpaid amount
of more than EUR45 million), and do not have any financial
maintenance covenants.

To calculate recoveries, S&P simulates a hypothetical default
scenario.  S&P uses a going-concern valuation approach to reflect
its view of Smurfit's good cost base, strong market positions in
the fiber-based packaging industry, and high levels of forward
integration (including product distribution).  S&P bases its
hypothetical default scenario on its assumption of a cumulative
revenue decline between 2012 and 2016, as a result of weakening
demand in the paper and packaging markets.  S&P's assumption is
underpinned:

-- A highly competitive environment pressurizing volumes and
    prices, and leading to a 50% EBITDA decline from the 2011
    level; and

-- Incremental cost increases for raw materials (such as energy,
    chemicals, and pulp/old corrugated cardboard).

"Under our hypothetical default scenario, a payment default would
occur by 2016, when the term loan B and the RCF mature. At this
point we project that EBITDA would have declined to about EUR515
million," S&P said.

"Our estimate of the stressed enterprise value at default is
about EUR3.1 billion, translating into a stressed EBITDA multiple
of 6.0x. This reflects our view of Smurfit's strong market
position and geographic diversification, reflected by its
'satisfactory' business risk profile. We then deduct priority
liabilities of about EUR825 billion, consisting of enforcement
costs, pension liabilities, a securitization program, and debt at
the group's subsidiaries," S&P said.

"Assuming EUR3.7 billion outstanding at default (including six
months of prepetition interest), coverage for the senior secured
debt (including the bank facilities and the various senior
secured notes) is in the 50%-70% range. This translates into a
recovery rating of '3', indicating our expectation of meaningful
(50%-70%) recovery for senior secured creditors in the event of a
default," S&P said.

RATINGS LIST

New Rating

                                        To                 From

Smurfit Kappa Acquisitions
Senior Secured Debt*                   BB
  Recovery Rating                       3

Downgraded

Smurfit Kappa Acquisitions
Smurfit Kappa Treasury Funding Ltd.
Senior Secured Debt*                   BB                 BB+
  Recovery Rating                       3                  2

* Guaranteed by Smurfit Kappa Funding PLC.



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


AGRI SECURITIES: Fitch Affirms 'BBsf' Rating on Class B Notes
-------------------------------------------------------------
Fitch Ratings has affirmed two Agri Securities S.r.l. and two
Agricart Finance Italian mixed-lease transactions, as follows:

Agri Securities S.r.l. Series 2006 (Agri Securities 2006)

  -- EUR40.7m class A2 notes affirmed at 'AAAsf'; Outlook
     Negative
  -- EUR103.5m class B notes affirmed at 'BBBsf'; Outlook revised
     to Positive from Stable

Agri Securities S.r.l. Series 2008 (Agri Securities 2008)

  -- EUR343.4m class A notes affirmed at 'AAsf'; Outlook Negative
  -- EUR136.4m class B notes affirmed at 'BBsf'; Outlook Negative

Agricart 4 Finance Series 2007 (Agricart 2007)

  -- EUR350m class A1 affirmed at 'AAAsf'; Outlook Negative
  -- EUR58.5m class A2 affirmed at 'AA-sf'; Outlook revised to
     Negative from Stable

Agricart 4 Finance Series 2009 (Agricart 2009)

  -- EUR327m class A notes affirmed at 'AAAsf'; Outlook Negative

The performance of the transactions is largely below the agency's
expectations and, as shown by the high, rising delinquency
levels, connected to the macroeconomic conditions in Italy ('A-
'/Negative/'F2').  The Outlook on the sovereign constrains the
Outlooks on the 'AAAsf' rated tranches.

The affirmation of Agri Securities 2006 reflects the continued
de-leveraging of the notes (the class A notes are at 4.9% of
their original value), sufficient mitigation of commingling risk,
payment interruption risk and the high credit enhancement (CE)
levels.  The CE available to the class B notes was the main
driver of the revision of the Outlook to Positive from Stable.
Excess spread net of losses is still positive, although
delinquencies have increased over the past year, a trend common
for all four transactions.

Agri Securities 2008 is the worst performing transaction of the
four.  Delinquencies have been on an increasing trend for two
years and reached an all-time high of 11% on the last interest
payment date in June 2012, when the cumulative default rate (CDR)
reached 9.4%, almost three times Fitch's original expectation.
Excess spread, as per the transaction documentation, has been
trapped since March 2011, and this helped clear the balance of
the principal deficiency ledger (PDL) that the transaction had
over H211.  Overall, the agency considers available CE as
sufficient to sustain the current ratings, although the Outlook
remains Negative given the worsening performance.

Agricart 2007 has had a stable excess spread ratio and CDR,
although the latter increased over the past year and was at 5.5%,
ie 1.2% above Fitch's expectations, as of June 2012. In addition,
delinquencies have been increasing over the past four quarters
and reached 6% in June, a trend that was the main driver of the
revision of the Outlook on the class A2 notes to Negative. The
transaction has an eight-year revolving period scheduled to end
in 2016, although there are performance triggers that soften this
risk.

The affirmation of Agricart 2009 reflects that its performance is
in line with Fitch's expectations.  It also reflects the positive
excess spread and the low delinquency levels compared with the
other transactions.


BANCA CARIGE: Fitch Says LT IDR Downgrades No Impact on Ratings
---------------------------------------------------------------
Fitch Ratings says that there is no rating impact on Banca
Carige's (Carige; 'BB+'/Negative/'F3') and Banca Popolare di
Milano's (BPM, 'BBB-'/Negative/'F3') Obbligazioni Bancarie
Garantite (OBG), following the downgrades of the Long-term (LT)
Issuer Default Rating (IDR) of the issuing entities.

Carige's OBG are currently rated 'A-'. The combination of
Carige's LT IDR and the Discontinuity Factor (D-Factor) of 27.5%
would still enable the OBG to be rated as high as 'A+' on a pure
probability of default (PD) basis and up to 'AA-' when giving
credit to recoveries, provided sufficient over-collateralization
(OC) is available to sustain such stress scenario.  The level of
asset percentage (AP) of 78.7%, which the issuer currently
commits to publicly in its performance test report only allows
the OBG to be rated as high as 'BBB' on a PD basis and 'A-'
taking into account recoveries.  The downgrade of Carige's LT IDR
has no impact on the maximum achievable rating on a PD basis and
on the rating taking into account recoveries.  All else being
equal, the OBG rating could be maintained at 'A-' as long as the
issuer's Long-term IDR is at least 'BB'.

BPM's OBG are currently rated 'A'.  The combination of BPM's LT
IDR and a D-Factor of 29% would still allow the OBG to be rated
as high as 'A+' on a PD basis, and up to 'AA' when giving credit
for recoveries, provided sufficient OC is available to sustain
such stress scenario.  The level of AP of 71%, which the issuer
has pledged to commit to publicly allows the OBG to be rated as
high as 'BBB+' on a PD basis and 'A' when giving credit to
recoveries. The downgrade of the LT IDR has no impact on the
maximum achievable rating on a PD basis and on the rating taking
into account recoveries.  All else being equal, the OBG rating
could be maintained at 'A' as long as the issuer's Long-term IDR
is at least 'BBB-'.

Fitch has published an exposure draft outlining a number of
enhancements to its criteria for rating covered bonds.  If
implemented as proposed, the criteria changes would not impact
the rating of Carige's and BPM's OBG.


EUROFIDI SCPA: S&P Affirms 'BB+/B' Counterparty Credit Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB+/B' long- and
short-term counterparty credit ratings on Italy-based finance
company Eurofidi Scpa. "We then withdrew the ratings at the
issuer's request. The outlook was negative at the time of
withdrawal," S&P said.

"The affirmation reflects our opinion there is a moderately high
likelihood that the Italian Region of Piedmont would provide
timely and sufficient extraordinary support to Eurofidi in the
event of financial distress. Consequently, we factor into the
long-term rating on Eurofidi one notch of uplift above its stand-
alone credit profile (SACP) for extraordinary support," S&P said.

S&P considers Eurofidi to be a government-related entity (GRE).
In accordance with its criteria for rating GREs, S&P bases its
view of a moderately high likelihood of extraordinary government
support on its assessment of Eurofidi's:

-- "Important" role in the Piedmont economy, given its role in
    implementing regional economic plans and supporting local
    small and midsize enterprises (SMEs); and

-- "Strong" link with Piedmont, which is Eurofidi's largest'
    shareholder with an 18% stake, actively involved in
    Eurofidi's strategy, and a provider of strong capital
    support.

"Our assessment of Eurofidi's SACP reflects our view of the
company's business ties with the major Italian banks, good new
business inflows, extensive use of credit risk mitigation
instruments, and adequate capital position. The main offsetting
factor is the deteriorating quality of its guarantee portfolio,
which stems from the prolonged period of difficult domestic
economic conditions that particularly affect the SMEs to which
Eurofidi offers guarantees on loans. We anticipate a further
deterioration in Eurofidi's guarantee quality, which raises the
risk of increasing losses in coming years. This could in our view
potentially erode Eurofidi's available reserves and capital
position," S&P said.

S&P said at the time of the withdrawal, the negative outlook
factored in its opinion that it could lower the ratings on
Eurofidi in the event of any of these:

-- Material deterioration in guaranteed loans, which might lead
    to payment on 'sofferenze' (defaulted loans) and provisions
    above the 2009 peak;

-- A substantial change in the regulation or amount of the
    Italian government fund to sustain SMEs, the main provider of
    counter-guarantees for Eurofidi;

-- A major slowdown in Eurofidi's new business inflow, which
    might diminish its capacity to pay outstanding and future
    sofferenze; or

-- Any material and unexpected erosion in Eurofidi's capital.

"We could have considered revising the outlook on Eurofidi to
stable if the company were able to adequately weather the
worsened domestic economic environment and any ensuing
deterioration in its guarantee portfolio, limiting the financial
impact of likely higher guarantee losses through risk mitigation
instruments and shareholder and regional contributions, while
maintaining an adequate capital base," S&P said.

"Any weakening in the link between Piedmont and Eurofidi would
have prompted us to consider a negative rating action on
Eurofidi," S&P said.



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


KAZTRANSGAS: Fitch Affirms 'BB' Longterm Issuer Default Rating
--------------------------------------------------------------
Fitch Ratings has affirmed Kazakhstan-based KazTransGas's (KTG)
Long-term foreign and local currency Issuer Default Ratings
(IDRs) at 'BB+' and Short-term IDR at 'B'.  The Outlooks on the
Long-term IDRs are Stable.  The agency has simultaneously
affirmed JSC Intergas Central Asia's (ICA) Long-term foreign and
local currency IDRs at 'BB+', senior unsecured rating at 'BB+'
and Short-term IDR at 'B'.  The Outlooks on the Long-term IDRs
are Stable.

Fitch has also withdrawn the senior unsecured rating for the
notes issued by Intergas Finance B.V., a Netherlands incorporated
special purpose entity that redeemed its US$250 million 6.875%
notes in 2011 and substituted the issuer of its US$600 million
6.375% notes due 2017 to ICA on November 11, 2011.

Fitch rates KTG and ICA, which are ultimately fully state-owned
via the JSC Sovereign Wealth Fund Samruk-Kazyna, on a standalone
basis as it views the linkage between KTG/ICA and their
intermediate parent, KazMunaiGaz National Company (NC KMG, 'BBB-
'/Positive) as moderate, in accordance with Fitch's Parent and
Subsidiary Rating Linkage criteria dated August 8, 2012.

The ratings of KTG and its 100% subsidiary ICA reflect ICA's
position as the monopoly operator of the 11,000km gas pipeline
network in Kazakhstan, which currently remains the only transit
route for Central Asian gas to Russia and further to Europe.  In
July 2012, KTG became Kazakhstan's national gas operator, which
Fitch views as credit enhancing. KTG purchases natural and
associated gas from Kazakh producers at 'cost plus' and re-sells
it domestically and for export, at about 8 bcm and 3 bcm,
respectively, in 2011.  In 2011, gas sales accounted for 61% of
KTG's revenues, up from 48% in 2010. Over the medium term, Fitch
forecasts fairly stable gas sales volumes and prices for KTG.

OAO Gazprom (Gazprom, 'BBB'/Stable) is KTG's principal customer,
accounting for 64% of its consolidated revenue in 2011, down from
75% in 2010. In 2011, Gazprom and ICA signed a new five-year
contract with lower natural gas transit volumes from Central Asia
at 28 bcm, down from 55 bcm previously.  'Ship-or-pay' clauses
cover 80% of negotiated transit volumes.  Lower European gas
demand was the reason for the reduction in transit volumes from
Central Asia.  In 2011, Gazprom purchased 22 bcm of gas from
Turkmenistan and Uzbekistan, down from 24.5 bcm in 2010,
resulting in a 48% drop in Central Asian gas transit revenues for
KTG and ICA in 2011.  In the past, Gazprom honoured its ship-or-
pay obligations under the Central Asian gas transit contract.

In H112, KTG's consolidated revenues reached KZT137 billion, an
8% increase on H111.  Sales of gas accounted for 65% of KTG's
total revenues for this period.  In H112, ICA transported 51 bcm
of natural gas through its main gas pipelines, essentially flat
yoy.  Fitch believes that Gazprom's purchases of Central Asian
and Kazakh gas will remain relatively unchanged over the medium
term, given the soft European gas markets, leading to near-flat
gas transit and sales volumes for KTG and ICA over the medium
term.

Fitch views as manageable the planned KTG/ICA capex plans to
upgrade the existing ageing gas network and provide gas to
several Kazakh regions. Over the past three years, KTG and ICA
covered their investment needs from own cash flows.  KTG is also
involved with two pipeline projects -- the 10 bcm Beineu-Bozoy-
Shymkent pipeline and the Line C of the Asian Gas Pipeline from
Central Asia to China to upgrade capacity to 55 bcm, up from 30
bcm that the already commissioned Lines A and B provide.  Fitch
does not expect any material impact on KTG's credit metrics from
these projects, which are undertaken and financed by its JVs with
China National Petroleum Corporation (CNPC, 'A+'/Stable) and
guaranteed by CNPC and/or NC KMG.

KTG's and ICA's credit metrics benefit from solid cash flow
generation, positive free cash flow and improved leverage ratios
in 2010-2011. KTG's total lease-adjusted debt declined to
KZT103.4bn at year-end 2011, or 1.3x EBITDAR and net adjusted
debt stood at 0.2x of EBITDAR at December 31, 2011.  ICA's gross
and net lease-adjusted debt was 1.9x and 1.3x EBITDAR
respectively.

Fitch forecasts that ICA/KTG's financial profile will be stable
over the medium term, with KTG's FFO gross adjusted leverage
remaining in the 1.5x-1.7x range in 2012-2015 and ICA's FFO gross
adjusted leverage around 2.2x over the same period.  The group
effectively mitigates FX risk as it matches its USD-denominated
revenues from gas transit and export gas sales with USD-
denominated borrowings.

Fitch views KTG/ICA's liquidity as adequate.  Debt repayment
schedules are well balanced with a repayment peak in 2017 when
ICA's remaining US$540 million Eurobonds fall due.  At June 30,
2012, KTG had KZT65.5 billion in cash and cash equivalents and
KZT12.3 billion in short-term deposits that were more than
sufficient to cover short-term debt maturities of KZT9 billion.

What Could Trigger A Rating Action?

Positive: Future developments that may, individually or
collectively, lead to positive rating action include:
Customer diversification -- enhancement of the business profile
through diversification of the customer base, whilst maintaining
solid credit metrics would be positive for the ratings.

Negative: Future developments that may, individually or
collectively, lead to negative rating action include:

Lower transit volumes -- a large drop in volumes of Central Asian
gas transit with a simultaneous failure by Gazprom to honour
ship-or-pay obligation would be negative for the ratings.

Large capex -- aggressive capex resulting in significant and
sustained deterioration of credit metrics would also be negative.



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L U X E M B O U R G
===================


CONVATEC: Moody's Affirms 'B2' Corp. Family Rating
--------------------------------------------------
Moody's Investors Service affirmed Convatec's ("CVT") B2
corporate family rating and the Ba3 rating for its add-on senior
secured bank facilities used to finance the acquisition of 180
Medical Holdings Inc. ("180M"). At the same time Moody's has
changed the outlook of Convatec's B2 corporate family rating and
existing Ba3 secured senior ratings to stable from positive.

180M is a leading provider of disposable, intermittent urological
catheters in the U.S. The acquisition is expected to close in
late Q3 and is subject to regulatory approval and customary
closing conditions.

Ratings Rationale

Contrary to several cash funded smaller bolt-on acquisitions
through-out 2011/2012 (e.g. Boston Medical Device Inc., Surecalm
and Abviser Medical), the 180M purchase is to be largely debt
funded, reflecting both the purchase price (over US$320 million)
and CVT's goal of maintaining positive cash balance.

The acquisition will be funded primarily through incremental
senior term debt, which is permitted under the existing credit
agreement. This debt funding increases CVT's senior/total
leverage by some 0.3x on pro-forma basis to total Debt/EBITDA of
around 6.8x based on trailing twelve months ending June 2012, as
per Moody's adjustments. Together with above mentioned smaller
acquisitions, the transaction delays the expected improvement in
leverage, which has so far supported the positive outlook.

Consequently, the stable outlook reflects Moody's expectations
that near-term results will continue to be burdened by
restructuring costs which together with increased leverage will
offset the positive progress in underlying trading and
contribution from recently acquired targets. This would make it
difficult for CVT to meet the trigger for the upgrade (5.5x
Debt/EBITDA, FCF/Debt around 5%) and hence Moody's change in
outlook.

For the 6 months ending June 2012, reported sales grew 3.5% to
US$775 million, largely benefiting from recent acquisitions, as
organic growth was offset by negative foreign exchange effects.
In this period reported EBITDA also improved mainly due to
efficiency improvements and largely stable cost base, with
reported EBITDA margin increasing to 24.5% as of LTM June 2012
from 23.7% as of year-end 2011.

Moody's views Convatec's liquidity position as good. In addition
to over US$46 million of cash balances as of June 2012, the
company has access to a US$250 million revolver and is expected
to generate positive free cash flow.

Moody's notes that with US$300 million additional senior secured
debt, the Ba3 instrument rating is now relatively weakly
positioned, reflecting the change in the overall debt mix towards
senior secured debt. Consequently the Ba3 rating of the senior
secured debt could be downgraded if there would be a further
increase of senior secured liabilities. Moody's expects that
following the 180M purchase, CVT will focus on integrating
recently purchased targets and restrain from further debt funded
acquisitions.

What Could Change the Rating - UP

For a rating upgrade to B1 to be considered, the agency expects
the company to deliver sustained deleveraging towards 5.5x
debt/EBITDA. At the same time, FCF/Debt should be trending
towards 5%, and EBITDA margin should remain in the high twenties.

What Could Change the Rating - DOWN

A rating downgrade to B3 could be considered if leverage
sustainably increases beyond 7.0x. Aggressive debt-funded
acquisition activity, weakening of liquidity profile and/or
sizeable restructuring costs could also be triggers for
downgrade.

ConvaTec Healthcare B S.a.r.l. is a leading developer,
manufacturer and marketer of innovative products for ostomy
management, advanced chronic and acute wound care, continence
care, sterile single-use medical devices for hospitals, and
infusion sets used in diabetes treatment infusion devices. The
company, which holds market leadership positions in a number of
its businesses, operates in over 100 countries, manufactures in
12 manufacturing sites and generated US$1,625 million of revenues
and reported EBITDA of US$401 million (trailing 12 months as per
end of June 30, 2012) through its total workforce of about 8,000
employees worldwide.

The methodologies used in these ratings were Global Medical
Products & Device Industry published in October 2009, and Loss
Given Default for Speculative-Grade Non-Financial Companies in
the U.S., Canada and EMEA published in June 2009



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N E T H E R L A N D S
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STORM 2012-IV: Fitch Assigns 'BB(EXP)' Rating to Class E Notes
--------------------------------------------------------------
Fitch Ratings has assigned STORM 2012-IV B.V.'s notes expected
ratings, as follows:

  -- EUR150,000,000 floating-rate senior class A1 mortgage-backed
     notes: 'AAAsf(EXP)'; Outlook Stable;

  -- EUR550,000,000 floating-rate senior class A2 mortgage-backed
     notes: 'AAAsf(EXP)'; Outlook Stable;

  -- EUR13,300,000 floating-rate mezzanine class B mortgage-
     backed notes: 'AA-sf(EXP)'; Outlook Stable;

  -- EUR11,100,000 floating-rate mezzanine class C mortgage-
     backed notes: 'BBB+sf(EXP)'; Outlook Stable;

  -- EUR12,500,000 floating-rate junior class D mortgage-backed
     notes: 'BB+sf(EXP)'; Outlook Stable;

  -- EUR7,400,000 floating-rate non-collateralised class E notes:
     'BBsf(EXP)'; Outlook Stable.

The expected ratings are based on Fitch's assessment of the
underlying collateral, available credit enhancement, the
origination and underwriting procedures used by the seller and
the servicer and the transaction's sound legal structure.  Final
ratings are subject to receipt of final documents conforming to
information already received.

This transaction is a true sale securitization of Dutch
residential mortgage loans, originated and sold by Obvion N.V.
(not rated). Since 10th May 2012, Obvion is 100% owned by
Rabobank Group ('AA'/Stable/'F1+') and has an established track
record as a mortgage lender and issuer of securitizations in the
Netherlands.  This is the 21st transaction issued under the STORM
series since 2003.

Credit enhancement for the class A notes is 6.0%, which is
provided by subordination and a non-amortizing reserve fund equal
to 1.0% at closing.  The transaction benefits from an amortizing
liquidity facility of 2.0% at closing, a build-up of the reserve
fund to 1.3% and an interest rate swap providing an excess margin
of 50 basis points.

The transaction is backed by a four year seasoned non-revolving
portfolio consisting of prime residential mortgage loans with a
weighted-average (WA) original loan-to-market-value (LTMV) of
81.0% and a WA debt-to-income ratio (DTI) of 30.8%, both of which
are typical for Fitch-rated Dutch RMBS transactions.  The
provisional pool composition is similar to the previous STORM
transactions.  The purchase of further advances into the pool is
allowed after closing subject to stringent conditions.

Both the STORM series as well as Obvion's loan book have shown
stable performance in terms of arrears and losses.  The 90+ days
arrears of the previous Fitch-rated transactions have been mostly
lower than the Dutch Index throughout the life of the deals.

Rabobank fulfils a number of roles, including collection account
provider, guaranteed investment contract (GIC) provider,
liquidity facility provider and commingling guarantor and
therefore this transaction relies strongly on the
creditworthiness of Rabobank. In addition Rabobank acts as back-
up swap counterparty through its London branch.  Fitch considers
that the swap provides a certain degree of liquidity and credit
support in this transaction and the replacement of the swap would
likely be at a high cost, due to the nature of the swap
structure, which in turn may affect the interest waterfall.

Although the notification trigger is set below the 'A' level, the
agency did not consider the risk of a loss of funds due to
commingling or disruption of payments in the cash flow analysis,
as Fitch considers that this risk is mitigated by means of a
commingling guarantee provided by Rabobank.  In addition the
transaction is not exposed to the risk of deposit set-off or
other claims.

Fitch judges further set-off risks in this transaction to be
minimal due to the structural mitigants in place in relation to
construction deposit, savings and investment set-off as well as
the limited proportion of insurance loans included in the
provisional portfolio.  For the 6.6% insurance loans included in
the provisional pool Fitch did incorporate in its analysis the
risk that borrowers might exercise set-off following the failure
of insurance providers.

Obvion provided Fitch with loan-by-loan information on the
provisional portfolio as of June 30, 2012.  All of the data
fields included in the pool cut were of solid quality and Obvion
provided additional information for mortgage loans based on the
income of two borrowers.  Fitch reviewed an Agreed Upon
Procedures (AUP) report regarding the data provided by the
arranger.  The agency believes the sample size, the relevance of
the tested fields, and the limited number of material error
findings suggests the originator provided an acceptable quality
of data.  In addition, Fitch conducted its own file review,
consisting of 15 loans selected from the provisional transaction
portfolio. The agency discovered no errors or unexpected results.

Based on the received repossession data, analysis showed that the
performance was in line with Fitch's standard Dutch RMBS
assumptions; therefore, Fitch did not adjust its quick sale,
market value decline or foreclosure timing assumptions.

To analyze the CE levels, Fitch evaluated the collateral using
its default model, details of which can be found in the reports
entitled "EMEA Residential Mortgage Loss Criteria", dated June 7,
2012, "EMEA RMBS Criteria Addendum - Netherlands", dated June 14,
2012, available at www.fitchratings.com.  The agency assessed the
transaction cash flows using default and loss severity
assumptions under various structural stresses including
prepayment speeds and interest rate scenarios.  The cash flow
tests showed that each class of notes could withstand loan losses
at a level corresponding to the related stress scenario without
incurring any principal loss or interest shortfall and can retire
principal by the legal final maturity.



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P O L A N D
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PNI: Budimex Mulls Legal Action Over Acquisition
------------------------------------------------
Polska Agencja Prasowa reports that Budimex supervisory board
chairman Marek Michalowski said the company believes it has been
misinformed by the seller during preparations to purchasing PNI
and is currently mulling legal options.

"We believe that the selling party misled us," PAP quotes
Mr. Michalowski as saying.  "The documents that we were presented
with did not indicate possibility of such vast problems and the
doubts that we expressed were being played down."

According to PAP, Mr. Michalowski said that Budimex is unlikely
to find legal basis to dissolve the transaction.

Budimex bought PNI from state railways PKP in August 2011 Budimex
builder sees itself misinformed while buying PNI, mulls for
PLN225 million, PAP recounts.  Since then, Budimex provided PNI
with additional over PLN100 million, PAP notes.

PNI filed for bankruptcy protection for restructuring on
August 24, PAP relates.

Impairment charges tied to PNI decreased Budimex's net result in
the first half by PLN123 million, the impact in the second half
is estimated at PLN100 million, according to PAP.

Budimex reported earlier that PNI's difficult situation is tied
to highly unprofitable contracts the company had signed before
privatization, PAP discloses.

As reported by the Troubled Company Reporter-Europe on Sept. 4,
2012, PAP related that a Warsaw court appointed a temporary
supervisor to PNI.

PNI is Budimex's railway construction unit.



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R U S S I A
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* CITY OF NOVOSIBIRSK: S&P Assigns 'BB' Rating to RUR2-Bil. Bond
----------------------------------------------------------------
Standard & Poor's Ratings Services assigned a 'BB' debt rating
and an 'ruAA' Russia national scale rating to the five-year
amortizing senior unsecured bond of up to RUB 2 billion (about
US$62 million) that the Russian City of Novosibirsk
(BB/Positive/--; Russia national scale 'ruAA') plans to issue.

"We are assigning a '3' recovery rating to this debt, indicating
our expectation of meaningful (50%-70%) recovery for the
debtholders in the event of a payment default," S&P said.

"The bond will have fixed-rate coupons of between a maximum of
9.59% and a minimum of 6.54% (with the first coupon at 8.44%),
and an amortizing repayment schedule. In 2014, 30% of the bond is
scheduled for redemption, a further 50% should be repaid in 2015,
10% in 2016, and the remaining 10% in 2017. The bond will be
placed on Sept. 7, 2012," S&P said.

"The ratings on Novosibirsk are constrained by its limited
financial flexibility and predictability and low economic
productivity. The ratings are supported by Novosibirsk's moderate
debt; prudent debt management, resulting in a favorable debt
profile; and relatively diverse economy," S&P said.

                          RECOVERY ANALYSIS

"The '3' recovery rating on the bond is based on a hypothetical
scenario, where, in our view, a default would be triggered by the
city's inability to refinance, for instance as a consequence of
turmoil in domestic financial markets that would become
inaccessible for local and regional governments (LRGs). This
scenario would likely be exacerbated by economic difficulties in
the city's economy that could result in a weaker budgetary
performance and an increasing debt burden, as well as sizable
short-term debt," S&P said.

"The recovery rating is supported by the importance of access to
capital markets for Novosibirsk, which is one of the most visible
borrowers in municipal capital and domestic bank lending markets.
The recovery rating is constrained by a lack of assets available
for the city to sell, weak budgetary flexibility, our view that
the federal and oblast government's ability to bail out the city
is limited, and the lack of an institutional framework for LRG
Defaults," S&P said.



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


AYT DEUDA: Fitch Lowers Ratings on Two Note Classes to 'B-sf'
-------------------------------------------------------------
Fitch Ratings has downgraded and removed from Rating Watch
Negative (RWN) three tranches of AyT Deuda Subordinada I, FTA, a
CDO of Spanish bank subordinated debt instruments, as follows:

  -- Class A notes (ISIN ES0312284005) downgraded to 'Bsf' from
     'BBB-sf'; off RWN; Negative Outlook

  -- Class B notes (ISIN ES0312284013) downgraded to 'B-sf' from
     'BB+sf'; off RWN; Negative Outlook

  -- Class C notes (ISIN ES0312284021) downgraded to 'B-sf' from
     'BBsf'; off RWN; Negative Outlook

The rating actions follow the downgrade of all the participating
banks within the transaction, after the downgrade of Spain in
June 2012.

Fitch believes that subordinated debt instruments issued by
Spanish banks face the risk of absorbing credit losses if public
aid is needed for recapitalization under a restructuring plan.
One of the conditions laid down in the Memorandum of
Understanding for Bank Recapitalisation is that banks in need of
state aid will conduct voluntary or mandatory subordinated
liability exercises on hybrid capital and subordinated debt if
shareholder's funds are not sufficient, implying that non-
performing risk is high and burden-sharing is highly likely.

The rating actions reflect both the risks of non-performing and
burden-sharing, and also the increased concentration risk at an
obligor level as a consequence of the latest mergers between
Spanish banks.  For example, Banca Civica, S.A. has merged into
CaixaBank, S.A. ('BBB-'/Negative/'F2') in August, which has
reduced the number of participating obligors in the pool to six.

The Class A rating is credit linked to the 'B' subordinated debt
rating of the highest concentrated obligor, Banco Mare Nostrum,
S.A. ('BB+'/Stable/'B'), which represents 48.7% of the pool, as
the available structural subordination of 46.4% would not
mitigate the potential default of this asset.

The structural credit enhancement for the class B and C notes is
26% and 18.4% respectively, unchanged since closing as per the
bullet amortizing nature of the transaction expected in November
2016.  These levels of credit protection are commensurate with
the 'B-sf' expectation of losses under the agency analysis.  The
weighted average rating of the assets in the transaction is
'B+sf'/'Bsf'.

The Negative Outlook on the notes reflects Fitch's Outlook on the
Spanish sovereign rating.


BANKIA SA: State Bank Rescue Fund to Inject EUR4.5 Billion
----------------------------------------------------------
Miles Johnson at The Financial Times reports that Spain's state
bank bailout fund will transfer EUR4.5 billion into Bankia to
boost the nationalized lender's capital levels to more than
regulatory minimums after it suffered heavy losses in the first
half.

Monday night's announcement of the transfer formalizes a decision
made on Friday to provide Bankia with a bridging loan before
European rescue money arrives in November, the FT notes.

The board of the Frob, Spain's state bank rescue fund, met on
Monday to decide the amount that would be provided to Bankia, the
FT relates.  According to the FT, two officials said it would be
between EUR4 billion and EUR5 billion to raise the lender's core
capital level back above 8%, as specified by the Bank of Spain.

Bankia, a merger of seven savings banks listed on the Madrid
stock market in July 2011, was forced to request a EUR19.5
billion state rescue in May, with the government removing Rodrigo
Rato, the former International Monetary Fund managing director
who was the bank's founding chairman, the FT recounts.

The FT notes that officials said Bankia would repay the money
back to the Frob once the final amount of the European rescue
money to recapitalize Spanish banks, agreed at up to EUR100
billion, was delivered -- by November at the latest.

Spain will announce the amount of money to be injected into
Bankia and other lenders after an audit of the country's
financial system is completed by the consultancy Oliver Wyman by
the end of September, the FT discloses.

Bankia SA is a Spain-based financial institution principally
engaged in the banking sector.  The Bank represents a universal
banking business model based on multi-brand and multi-channel
management, offering its products and services to various
customer segments, such as individuals, small and medium
enterprises, large corporations, as well as public and private
institutions.  The Company's business is structured into seven
areas: Retail Banking, Business Banking, Private Banking, Asset
Management and Bancassurance, Capital Markets and Holdings.


INSTITUT CATALA: S&P Lowers Issuer Credit Ratings to 'BB/B'
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its long- and short-
term issuer credit ratings on Catalan financial agency Institut
Catala de Finances (ICF) to 'BB/B' from 'BBB-/A-3'. The outlook
is negative.

The downgrade of ICF reflects a similar action on the Autonomous
Community of Catalonia on Aug. 31, 2012.

"We consider ICF to be a government-related entity (GRE). In
accordance with our criteria for rating GREs, we believe there is
an 'almost certain' likelihood that ICF would receive timely and
sufficient extraordinary support from the Catalan government in
the event of financial distress. As a result, we equalize the
ratings on ICF with those on Catalonia," S&P said.

"The negative outlook on the long-term rating on ICF mirrors that
on Catalonia, which in turn reflects the risk that Catalonia's
credit profile could worsen if nascent tensions with the central
government further increase," S&P said.

"We might take a negative rating action on ICF if we perceived
that its link to or role for Catalonia was weakening. However, we
currently view this as unlikely given ICF's importance as the
Catalan government's main instrument for implementing public
credit policy and the government guaranteed nature of its debt,"
S&P said.

S&P believe that ICF cannot be rated above the Catalan government
because:

  -- According to S&P's criteria for rating GREs, ICF doesn't
     fulfill the conditions to be rated higher than its
     government, which include, among others, that the GRE should
     be a fairly independent enterprise operating in a
     competitive environment; and

  -- ICF receives ongoing capital injections from Catalonia,
     which underpin ICF's stand-alone credit profile (SACP).



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


DARREL LEA: VIP Petfoods Buys Firm Out of Administration
--------------------------------------------------------
Kacey Culliney at Confectionerynews.com reports that petfoods,
owned by the Quinn Family, acquired troubled confectioner Darrel
Lea out of administration for an undisclosed sum as it plans to
delve into a new market area.

Darrel Lea went into administration in July this year and
appointed PPB Advisory as voluntary administrators of the
business to search for buyers, according to
Confectionerynews.com.

The report relates that under the layout agreement the Quinn
family will drive a huge restructuring project of Darrell Lea
that will involve investments in manufacturing, marketing and
distribution as well as the closure of 27 loss-making stores as
of September 9.

In total, 418 job losses and 83 offers will be made amid
restructuring efforts, the report relates.  PBB Advisory said it
will work closely with several workers associations to ensure all
employees get entitlements.


ECO-BAT TECHNOLOGIES: S&P Affirms 'B+' CCR; Outlook Negative
------------------------------------------------------------
Standard & Poor's Ratings Services revised the outlook on U.K.-
based lead recycler Eco-Bat Technologies Ltd. (Eco-Bat). "At the
same time, we affirmed our 'B+' long-term corporate credit rating
on Eco-Bat," S&P said.

"In addition, we affirmed our 'B+' issue rating on the company's
senior unsecured notes due 2017. The recovery rating on the
senior unsecured notes is unchanged at '3', indicating our
expectation of meaningful (50%-70%) recovery for noteholders in
the event of payment default," S&P said.

"The outlook revision reflects Eco-Bat's weak results in the
second quarter of 2012, and our forecast that the company's
fundamentals will deteriorate further in the coming quarters. The
weak results are due to a lower availability of scrap lead on the
back of soft lead prices," S&P said.

"In the second quarter of 2012, Eco-Bat reported Standard &
Poor's-adjusted EBITDA of GBP30 million, a level comparable to
that recorded in the first half of 2009, when the global economic
crisis was at its worst. Additionally, we see a threat to Eco-
Bat's profitability from the commissioning of new lead recycling
capacity in the U.S. by one of Eco-Bat's main customers Johnson
Controls Inc. (BBB+/Stable/A-2) in the coming quarters," S&P
said.

"We consider that a material weakening of Eco-Bat's performance
and free operating cash flow l ultimately impair its ability to
service the EUR600 million payment-in-kind (PIK) loan due 2017,
issued by Eco-Bat's immediate parent EB Holdings II, Inc. (EB
Holdings; not rated). Although Eco-Bat has no contractual
obligation to repay the PIK loan, we anticipate that it will use
cash on the balance sheet and ongoing dividends to service part
of the loan at some stage," S&P said.

"Under our base-case credit scenario, we now anticipate that Eco-
Bat will report EBITDA of GBP135 million in 2012, compared with
our previous assumption of GBP184 million. In 2011, EBITDA
amounted to GBP238 million. In addition, our base-case credit
scenario assumes that adjusted funds from operations (FFO) to
debt (including the PIK loan and net of cash) will only be 10% in
2012 and 2013," S&P said.

"There is a possibility of a one-notch downgrade in the coming 6-
12 months if Eco-Bat's EBITDA does not recover in the context of
the weak European operating environment and forthcoming capacity
additions in the U.S. We could downgrade Eco-Bat if its weak
profitability persists and ultimately reduces its ability to
maintain the outstanding amount under the PIK loan at a
manageable level. Triggers for a downgrade include adjusted FFO
to debt of 10% or less, or interest expense on the PIK loan of
more than EB Holdings' 86.7% share in Eco-Bat's net income," S&P
said.

"Over the medium term, the interest-accruing PIK loan that
matures early in 2017 exposes Eco-Bat to material refinancing
risk, in our view. In the absence of a plan to refinance the PIK
loan, as well as the company's other debt instruments, by the end
of 2015 or early 2016, we could lower the rating by several
notches," S&P said.

"We could revise the outlook to stable if the battery recycling
industry improves more than we anticipate, and/or we gain more
insight into Eco-Bat's strategy to repay or restructure the PIK
loan," S&P said.


IGLO FOODS: Fitch Withdraws 'B+' Long-Term Issuer Default Rating
----------------------------------------------------------------
Fitch Ratings has withdrawn Iglo Foods Midco Limited's (Iglo
Foods) Long-Term Issuer Default Rating of 'B+' and senior secured
rating of 'BB'/'RR2'.

Fitch has withdrawn the ratings as the agency will no longer have
sufficient information to maintain the ratings.  Accordingly,
Fitch will no longer provide ratings or analytical coverage for
Iglo Foods.


JJB SPORTS: 10 Potential Buyers Obtain Sales Information
--------------------------------------------------------
Andrea Felsted at The Financial Times reports that more than 10
potentially interested parties in the purchase of JJB Sports
received information on the company on Monday, as the sale
process gathered pace.

According to the FT, people familiar with the matter said that
Jon Moulton's Better Capital was among those that received the
sales information.

A data room has been set up for potential bidders in JJB, and the
company is being advised by KPMG, the FT says.  First round
offers expected to be submitted over the next week, the FT notes.

The FT relates that people familiar with the process said
interest had come from both trade and private equity bidders.

JJB said last week that it had asked KPMG to explore a sale after
it failed to secure enough funding to drive a turnaround -- and
warned that its shares may be worthless, the FT recounts.

However, people close to the situation indicated that suggestions
of an administration as early as this week were wide of the mark,
as JJB's lenders are expected to support the company through the
sale process, according to the FT.

The sale of the business could be made by way of a "pre-pack"
administration -- whereby the sale is negotiated with the
purchaser before an administrator is appointed, the FT says.
This would enable a potential buyer to shed lossmaking stores,
the FT states.

JJB Sports plc -- http://www.jjbcorporate.co.uk/-- is a sports
retailer.  JJB Sports is a multi-channel sports retailer
supplying branded sports and leisure clothing, footwear and
accessories.  It operates out of over 185 stores across the
United Kingdom and Ireland with e-commerce offering.


TRAVELODGE: Landlords Set to Decide on Rescue Deal
--------------------------------------------------
The Telegraph reports that Travelodge landlords were set to vote
yesterday whether to accept a rescue deal for the company that
will see rent payments slashed and hotels sold.

According to the Telegraph, the group, which operates more than
500 hotels across the UK, Ireland and Spain and employs more than
6,000 staff, is proposing a plan to sell 40 hotels to other
operators, while the landlords of a further 109 are being asked
to accept a 25% cut in rent.

The company voluntary arrangement (CVA) is designed to allow
Travelodge to exit poorer performing leases while also free
itself of a crippling debt burden, but needs to be voted through
by 75% of creditors, the Telegraph discloses.

Accountancy firm KPMG, which is organizing the CVA, said
landlords at affected hotels will see a return of 23.4p in the
pound compared with just 0.2p if the company is placed into
administration, the Telegraph relates.

Under the deal, Travelodge will be able to shake off some of the
huge debts inherited from its former private equity owners, the
Telegraph says.  The debt restructuring will involve the write-
off of GBP476 million of shareholder loan notes, the repayment of
a further GBP71 million of bank loans and the extension of the
maturity on the remaining GBP329 million of debt until 2017, the
Telegraph states.

Travelodge is a budget hotel chain.


TRURO CITY FC: Goes Into Administration, Chairman Steps Down
------------------------------------------------------------
Simon Larkins at The Packet reports that Truro City Football Club
has filed administration.

The club, who has suffered financially over the past 12 months,
issued a statement on Aug.24 morning telling supporters that they
had been left with no option but to file for administration,
according to The Packet.

The report relates that long-standing Chairman Kevin Heaney had
stepped down from his role at the club after being declared
bankrupt at Truro Crown Court on Aug. 24.

The report says that it was thought that the club were going to
continue playing in the Conference South despite that news after
it was revealed that William Harrison-Allan, the chairman of
league rivals Salisbury City, had paid the players' wages and was
working on a deal to secure the club's future.

However, it now looks like that deal has fallen through with the
players remaining unpaid for August, the report says.

The club, in a statement, through chairman, Chris Webb, said:

"Due to the club's continuing financial difficulties, it has been
reluctantly decided that we have been left with no option but to
place the club in administration, and I confirm that this process
is to begin immediately . . . .  After their training session and
meeting last night, the first team players informed us that
unless the club took this course of action they would not turn
out for the Boreham match tomorrow, in view of the non-payment of
their wages for August and the continuing uncertainty over the
club's future funding . . . .  Our clear understanding at present
is that arrangements which were agreed earlier for funding to
cover the players' wages through to at least September 15 no
longer hold good . . . .  Obviously, this is an extremely
difficult time for the club, but I can assure everyone concerned
- players, supporters and staff - that I and my colleagues are
working tirelessly to ensure that every possible effort is being
made towards securing the survival and long-term success of the
club."

The report says that the club will be deducted 10 points from
their league total in the Conference South as soon as an
administrator is appointed.  It would leave City on minus five
points, the report discloses.

It is not clear yet if Truro City Reserves, who play in the
Carlsberg SW Peninsula League division one west, will suffer any
punishment, the report discloses.

The report says that CSWPL officials said they have not been
informed yet by Truro City about the club going into
administration.


                            *********

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.


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., 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
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$625 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 240/629-3300.


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