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

                           E U R O P E

            Friday, December 13, 2013, Vol. 14, No. 247

                            Headlines

A Z E R B A I J A N

BAGHLAN GROUP: S&P Assigns 'B-' Rating to Proposed Sr. Notes
KAPITAL BANK: Moody's Affirms 'B1' Currency Deposit Rating


B U L G A R I A

BULGARIAN TELECOMMUNICATIONS: S&P Assigns 'BB-' CCR; Outlook Pos.


F R A N C E

CONTAINERSHIP LESSOR: S&P Assigns 'B' Corp. Credit Rating


G E R M A N Y

DECO SERIES: Fitch Lowers Ratings on Two Note Classes to 'CC'
HEIDELBERGER DRUCKMASCHINEN: S&P Rates EUR50MM Bond Tap 'CCC+'
PRAKTIKER AG: Parent Won't Pay Dividend Due to Unit's Insolvency


G R E E C E

ELETSON HOLDING: Moody's Assigns 'B3' CFR; Outlook Stable


H U N G A R Y

HUNGARY: Fitch Affirms 'BB+' Long-Term Foreign Currency IDR
MALEV: Liquidation Deadline Extended Until June 30


I R E L A N D

AQUILAE CLO: Moody's Affirms Rating on Class E Notes at Caa1
WILLOW NO.2: Moody's Raises Rating on Series 39 Notes to 'B3'


I T A L Y

BANCA CARIGE: Moody's Lowers Issuer & Deposit Ratings to 'B3'


L U X E M B O U R G

BOSTON LUXEMBOURG II: S&P Raises CCR to 'B+'; Outlook Stable
FIDJI LUXEMBOURG: Moody's Assigns (P)B1 CFR; Outlook Stable
INTELSAT SA: S&P Lifts Corp. Credit Rating to B+; Outlook Stable


N E T H E R L A N D S

ADRIA BIDCO: S&P Assigns 'B' Corp. Credit Rating; Outlook Pos.
ARENA 2007-I: S&P Lowers Rating on Junior E Notes to 'B'
SOUND II BV: Fitch Affirms 'BBsf' Rating on Class B Notes
* NETHERLANDS: Number of Corporate Bankruptcies Down in November


R O M A N I A

DOMES DEJ: Declared Bankrupt


R U S S I A

AK BARS: Moody's Raises Long-Term Deposit & Debt Ratings to B1
RUSSIAN INT'L: Moody's Assigns B3 Senior Unsecured Debt Rating


S E R B I A

GALENIKA: Serbia May Offer 14% Stake to Banks & Suppliers


S P A I N

CORPORACION DE RESERVAS: Moody's Changes CFR Outlook to Stable
EMPARK APARCAMIENTOS: Moody's Assigns 'B2' CFR; Outlook Stable
IM CITI TARJETAS: DBRS Confirms 'C' Rating on Class B Notes
NH HOTELES: S&P Assigns 'B-' Corp. Credit Rating; Outlook Stable


S W I T Z E R L A N D

CREDIT SUISSE: Fitch Rates USD Tier 1 Capital Notes 'BB+'
SR TECHNICS: S&P Withdraws Preliminary 'B+' Corp. Credit Rating


U N I T E D   K I N G D O M

BRADFORD BULLS: Asks Players to Take 10% Wage Cut
CO-OPERATIVE BANK: Lord Myners to Chair Corp. Governance Review
DECO 12 - UK 4: S&P Lowers Rating on Class C Notes to 'CCC-'
GLOBAL MEDIA: Placed Into Provisional Liquidation
GLOBAL SHIP: Moody's Assigns B3 CFR; Outlook Stable

HEARTS OF MIDLOTHIAN: Locke Has No Need to Sell Stars In January
HUDDERSFIELD'S VARSITY: Closes as Parent Goes Into Administration
IDEAL BUILDERS: Two Directors Have been Disqualified
LIVERPOOL POST: To Shut Down on Dec. 19 After Declining Sales
LUIS MICHAEL: Two Directors Banned as Directors For Six Years

UNIQUE PUB: Fitch Affirms 'B' Rating on GBP190MM Class N Bonds


U Z B E K I S T A N

QISHLOQ QURILISH: Moody's Lifts Currency Deposit Rating to B1


X X X X X X X X

* BOOK REVIEW: Rand Araskog's The ITT Wars


                            *********


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A Z E R B A I J A N
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BAGHLAN GROUP: S&P Assigns 'B-' Rating to Proposed Sr. Notes
------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned its 'B-'
issue rating to the proposed senior secured notes to be issued by
Azerbaijan-based conglomerate Baghlan Group FZCO's subsidiary,
Baghlan Group Ltd. (not rated), under the parent's guarantee.
The rating is subject to S&P's review of the notes' final terms
and conditions.  If S&P do not receive final documentation within
a reasonable time frame, or if the final documentation differs
significantly from the draft S&P already reviewed, it reserves
the right to withdraw or revise its ratings.  Potential changes
include, but are not limited to, utilization of bond proceeds,
maturity, size and conditions of the bonds, financial and other
covenants, security, and ranking.

The issue rating on the proposed notes reflects the long-term
rating on Baghlan Group FZCO, because it will provide an
unconditional and irrevocable guarantee on all payments due under
the notes.  It also incorporates S&P's understanding that the
notes will be secured with pledges on Baghlan Group FZCO's stakes
in oil and gas assets.  These claims on assets will likely
provide sufficient value for creditors and avoid a rating on the
notes below the issuer credit rating, in our view.

S&P understands that Baghlan Group FZCO plans to refinance a
major part of its currently outstanding debt with the proposed
notes. After the planned refinancing, other liabilities will
include limited secured debt and relatively sizable trade
payables.  Trade payables are mainly concentrated in Baghlan
Group FZCO's subsidiary responsible for the road construction
business, offset by large receivables for road construction, and
in S&P's view trade creditors do not have recourse to other
assets of the group.

Baghlan Group FZCO is an Azerbaijan-based company operating in
five segments: freight forwarding, public transportation,
construction project management (residential and infrastructure),
equipment procurement, and oil and gas.  S&P's rating on Baghlan
Group FZCO reflects its assessment of its business risk as
"vulnerable" and its financial risk as "significant."  These
assessments are adjusted for unfavorable capital structure and
weak management and governance, as indicated by the group's lack
of proactive liquidity management and risk management.

Baghlan Group FZCO generated Azerbaijan manat (AZN) 52 million
(about US$67 million) of EBITDA in the first half of 2013, but
S&P expects second-half 2013 EBITDA to be higher because of a
recently completed residential property sale, although such sales
are occasional rather than regular.  On June 30, 2013, Baghlan
reported total outstanding debt of AZN244 million.


KAPITAL BANK: Moody's Affirms 'B1' Currency Deposit Rating
----------------------------------------------------------
Moody's Investors Service has affirmed Azerbaijan-based Kapital
Bank OJSC's global local- and foreign-currency deposit rating of
B1, which incorporates also affirmed: (1) the E+ standalone bank
financial strength rating (BFSR), equivalent to a baseline credit
assessment (BCA) of b2, and (2) Moody's assessment of a low
probability of systemic support, resulting in a one-notch uplift
from its BCA of b2. The bank's Not Prime short-term local and
foreign currency deposit ratings were also affirmed. All the
aforementioned long-term ratings carry a stable outlook.

Ratings Rationale:

According to Moody's, Kapital Bank's standalone credit strength
(i.e., its BFSR/BCA of E+/b2) is constrained by (1) high single-
client concentrations and related-party exposure in the loan
book; (2) volatile asset quality indicators given exposure to
budget-linked projects; and (3) low, albeit gradually improving,
profitability. At the same time, the BFSR is supported by the
bank's nationwide presence comprising Azerbaijan's largest
distribution network, its diversified funding base and adequate
capitalization.

Moody's notes Kapital Bank's high single-client loan
concentrations, although these concentrations are on a declining
trend given the completed and planned capital injections. The
bank's top 20 borrowers declined to 359% of Tier 1 capital (247%
of Tier 1 excluding loans guaranteed by the government) at 1
October 2013 from around 5x Tier 1 within 2011-12. Moody's
expects the bank to report further reduction in this metric
driven by the planned capital increase and development of its
retail business. The bank's related-party loans accounted for
high 21% of the loan book under IFRS as at year-end 2012,
reducing to 11% of loans (56% of Tier 1) as of 1 October 2013
according to bank's management data.

Kapital Bank's asset quality indicators appear volatile, with a
material increase in "past due but not impaired loans" at year-
end 2012, more than half of which were repaid within the first
three quarters of 2013, with nonperforming loans overdue more
than 90 days comprising 10.5% of total loans as of October 1,
2013 according to bank's management data. This volatility was
mainly caused by technical delinquencies of government-related
projects linked to budget allocation, and Moody's expects this
volatility to persist given the bank's focus on large-scale
government-related projects, which account for around 43% of loan
book. At the same time, Moody's believes that credit quality
should be supported by the currently favorable operating
environment in Azerbaijan (Baa3, stable) -- with non-oil GDP
rising by over 9% for the first three quarters of 2013.

Kapital Bank's profitability has been historically low,
constrained by narrow net interest margin (NIM: 1.6% at year-end
2012 under IFRS) given the bank's focus on low-yielding
government related projects. Moody's expects Kapital Bank's core
banking profitability and NIM to improve given active development
of retail lending among payroll clients, which more than doubled
within the first three quarters of 2013.

Kapital Bank's good market position ranking the third largest
bank by assets in Azerbaijan is underpinned by historical links
and close ties to the government, as well as its branch network
(the largest countrywide) and wide customer franchise. These
factors support the bank's diversified funding profile with the
high share of retail deposits (40% of liabilities) and
government-related funding (37.8%).

Kapital Bank's currently good capitalization was recently
supported by capital injection from shareholders -- Pasha
Holding -- totaling AZN30 million (US$38 million) in July 2013,
which increased the regulatory Tier1 capital adequacy ratio to
18.2% at 1 October 2013 from 12.1% at year-end 2012, and the
total capital adequacy ratio to 22.16% as of 1 October 2013 from
14.68% at year-end 2012 (vs the regulatory minimum ratio of 6%
for the Tier 1 capital adequacy ratio and 12% for the Total
capital adequacy ratio). Shareholders appear to be committed to
support bank's capitalization in the future, with another Tier 1
capital increase planned for Q1 2014.

Systemic Support:

Kapital Bank's global local- and foreign-currency deposit rating
of B1 incorporates Moody's assessment of a low probability of
systemic support, resulting in a one-notch uplift from its BCA of
b2, given its (1) historically close ties to the government,
which enable the bank to participate in large-scale government
projects, thus conferring good access to state funding; and (2)
relative importance to the national payment system aided by its
countrywide coverage and large retail customer base.

What Could Move the Ratings Up/Down:

According to Moody's, a positive rating action will be contingent
on Kapital Bank's ability to materially decrease its
concentration levels, reduce exposure to related-party
transactions, strengthen risk management practices with a
demonstrated sustained track record of good asset quality and
capitalization.

Downward pressure could be exerted on Kapital Bank's ratings by
any material adverse changes in the bank's risk profile,
particularly significant impairment of its loan book or shortage
of liquidity. Kapital Bank's BFSR may be negatively affected by
any material increase in concentration levels and related-party
exposure and/or weak profitability results.

Headquartered in Baku, Azerbaijan, Kapital Bank reported total
assets of AZN1.1 billion (US$1.4 billion), total shareholder's
equity of AZN114 million (US$145 million), and net income of
AZN11 million (US$14 million) at year-end 2012, according to
audited IFRS.



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BULGARIAN TELECOMMUNICATIONS: S&P Assigns 'BB-' CCR; Outlook Pos.
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
'BB-' long-term corporate credit rating to Bulgaria-based
integrated telecom operator Bulgarian Telecommunications Co. EAD
(trading as Vivacom).  The outlook is positive.

At the same time, S&P assigned its 'BB-' rating to the group's
senior secured notes.

The rating on Vivacom reflects S&P's assessment of its financial
risk profile as "aggressive" and its view of its business risk
profile as "fair," as its criteria define these terms.

S&P's assessment of Vivacom's business risk profile incorporates
its view of "intermediate" industry risk for telecommunications
and cable companies, and the "moderately high" country risk
Vivacom faces in Bulgaria.

"The assessment is supported by our view of its solid position in
the Bulgarian telecoms market.  Vivacom has a leading position in
the fixed-line telephony and broadband markets and is a growing
and profitable challenger in the mobile market.  We also view
Vivacom's networks' quality and coverage as high compared with
its main competitors.  The group's product range includes
"quadruple play" offers (broadband, TV, and both fixed-line and
mobile telephone) for a significant portion of the population,
which we believe is a competitive advantage in a market with
growing popularity for such bundles.  The business risk profile
assessment is further supported by the company's high operating
efficiency, which translates into solid EBITDA margins," S&P
said.

These positive factors are partly offset by the highly
competitive nature of the Bulgarian telecoms market, which puts
constant pressure on prices, and by the trend for customers to
substitute fixed lines with mobiles.  S&P anticipates growing
challenges in the mobile segment, particularly after the recent
acquisition of Vivacom's competitor Globul by the financially
strong Norwegian telecommunications company Telenor.  S&P also
sees relatively high market risks due to the highly price-
sensitive population and the high level of corruption (including
a meaningful fixed-line grey market).  In addition, Vivacom lacks
geographic diversity--the group operates in a single country,
which has a limited and declining population.

The financial risk profile assessment reflects S&P's forecast
that Vivacom's Standard & Poor's-adjusted debt-to-EBITDA ratio
will remain below 4.5x, with potential operating pressures
mitigated by debt reduction from free cash flows.  Specifically,
S&P estimates that the ratio will reach slightly below 4x in
2013-2014, including its expectation that the group will make
voluntary annual debt prepayments of up to 10% of the proposed
notes.  S&P's adjusted debt figures include a EUR150 million
payment-in-kind bridge loan and the present value of the
company's noncancellable operating leases (about Bulgarian lev
[BGN] 69 million).  If the company's shareholders, who initially
hold the bridge loan, repay it with equity, S&P expects adjusted
leverage to fall to below 3x in 2014.

S&P's base-case scenario assumes:

   -- Bulgarian GDP growth of 1.7% this year and 2% in 2014;

   -- Vivacom's sales to decline by about 8%-10% in 2013, largely
      because of the impact of cuts in fixed-line and mobile
      termination rates;

   -- Continued revenue decline in 2014 of about 2%, particularly
      in fixed-line and broadband, almost offset by increasing
      revenues from subscriber growth in the mobile division and
      the inclusion of pay-TV in bundles;

   -- EBITDA margins stabilizing at 37%-38% in 2013-2014,
      reflecting the above shifts in revenue alongside further
      savings in operating expenditure; and

   -- Meaningful capital expenditure (capex) of about 18% of
      revenues.

Based on these assumptions, S&P arrives at the following credit
measures:

   -- Funds from operations (FFO) to debt of 19% at year-end
      2013; and

   -- Debt to EBITDA of 3.7x at year-end 2013.

The positive outlook reflects the potential for a one-notch
upgrade to 'BB' over the short term if the company successfully
deleverages.  The shareholders plan an equity injection and
repayment of the EUR150 million bridge loan (initially held by
the current shareholders), which S&P expects to have a meaningful
deleveraging impact, reducing Vivacom's adjusted leverage to
slightly below 3.0x.  Therefore, if the company's plans are
executed successfully, S&P expects to revise its financial risk
profile assessment upward to "significant."

S&P could raise the rating if adjusted leverage declines below
3.5x, while free operating cash flows to debt, excluding one-off
items (e.g., frequencies license acquisition), is higher than 5%.
We forecast that this will happen if the bridge facility is fully
repaid with equity.

S&P could revise the outlook to stable if it continues to view
the financial risk profile as "aggressive," with adjusted
leverage at more than 3.5x, if the bridge facility refinancing
does not take place over the short term.  Given the relatively
short tenor of the bridge loan, pressure on the rating could
build up rapidly if the group does not adequately refinance the
bridge loan with long-term funding at least six months prior to
its maturity in April 2015.



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F R A N C E
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CONTAINERSHIP LESSOR: S&P Assigns 'B' Corp. Credit Rating
---------------------------------------------------------
Standard & Poor's Ratings Services said that it had assigned its
'B' long-term corporate credit rating to the Marshall Islands-
registered owner and lessor of containerships Global Ship Lease
Inc.  The outlook is stable.

S&P also assigned its 'B' issue rating to the company's proposed
$400 million first-lien senior secured notes.  The recovery
rating on this debt is '3' indicating S&P's expectation of
meaningful (50%-70%) recovery in the event of a payment default.
S&P assigned its 'B+' issue rating to the company's proposed
$50 million revolving credit facility (RCF).  The recovery rating
on this debt is '2', indicating S&P's expectation of substantial
(70%-90%) recovery in the event of a payment default.

The rating on Global Ship Lease reflects S&P's assessments of the
company's business risk profile as "weak" and financial risk
profile as "highly leveraged."  The rating also takes into
account S&P's assessment of the company's liquidity as
"adequate," as defined by its criteria.  As of Sept. 30, 2013,
the company owned 17 containerships with a combined capacity of
66,349 twenty-foot equivalent units.  Global Ship Lease's fleet
is 9.6 years old.

Global Ship Lease's business risk profile is constrained by the
company's exposure to volatile container shipping charter rates
and vessel values, in particular in the event of the
counterparty's nonperformance on charter agreements or default.

Key credit support for Global Ship Lease comes from its long-term
time-charter profile, underpinned by attractive rates, which
largely insulates the company from the structurally oversupplied
industry and historically low market rates.  Furthermore, Global
Ship Lease benefits from its competitive and predictable cost
base, with no exposure to volatile bunker fuel prices and other
voyage expenses.

S&P's assessment of Global Ship Lease's financial risk profile
reflects the company's relatively high debt.  S&P's assessment
also reflects its expectation of a more aggressive financial
policy.  This is partly offset by Global Ship Lease's predictable
operating cash flows and demonstrated ability to reduce debt.

The stable outlook reflects S&P's view that Global Ship Lease's
business model, underpinned by a largely long-term, fixed-rate,
contract-based revenue structure, and the resulting predictable
cash flows, will enable the company to sustain its rating-
commensurate credit profile.  S&P considers, for example, a ratio
of adjusted FFO to debt of 9%-12% to be consistent with its 'B'
rating on Global Ship Lease and S&P expects the company to meet
this guideline in the short-to-medium term.  Furthermore, the
rating is predicated on the assumption that its sole lessee, CMA
CGM S.A. (B/Positive/--), will fulfill its commitments under the
charter agreements with Global Ship Lease and that the vessels
that Global Ship Lease will likely acquire in 2014-2015 will be
employed at market charter rates.  The stable outlook also
reflects S&P's expectation that Global Ship Lease will
successfully refinance its existing bank debt over the coming few
months and thus gain more headroom under the financial covenants.

Rating pressure could arise if CMA CGM's credit profile
deteriorated, increasing the risk of delayed payments or
nonpayment under the charter agreements, or if Global Ship
Lease's debt increased on account of sizable vessel acquisitions
(beyond those in S&P's base case) or shareholder returns, which
could materially weaken its liquidity and credit measures, for
example with the ratio of adjusted FFO to debt falling below 9%.
S&P believes that CMA CGM's performance under the charter
agreements is critical for Global Ship Lease to preserve its
rating-commensurate credit profile.  Given that rates embedded in
the agreements are substantially higher than the current and
forecast market rates, Global Ship Lease's earnings, and
consequently its liquidity, would come under significant pressure
if the company were to re-employ its vessels at market rates.

S&P could consider an upgrade, although unlikely in the short-to-
medium term, if it considered that Global Ship Lease's credit
measures had improved sustainably to reach a ratio of adjusted
FFO to debt of more than 16%.  An upgrade would also depend upon
S&P's view of whether CMA CGM's credit quality was supportive of
a higher rating on Global Ship Lease.



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G E R M A N Y
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DECO SERIES: Fitch Lowers Ratings on Two Note Classes to 'CC'
-------------------------------------------------------------
Fitch Ratings has downgraded DECO Series 2005 - Pan Europe 1
plc's class G and class H CMBS notes as follows:

  EUR2.2m class G due July 2014 (XS0227116950) downgraded to
  'CCsf' from 'BBsf'; Rating Watch Negative removed; Recovery
  Estimate (RE) 100%

  EUR4.9m class H due July 2014 (XS0227117503) downgraded to
  'CCsf' from 'CCCsf'; RE 95%

Key Rating Drivers:

The downgrade of the class G and H notes is driven by the
approaching legal final maturity (LFM) of the notes. With less
than seven months to LFM, there is a higher chance of the last
loan (AWOBAG loan) in the pool remaining outstanding after LFM in
July 2014, which would be a note event of default.

The AWOBAG loan failed to repay at scheduled maturity in
July 2012. Following a progressive sell down of the portfolio,
the loan is now secured by a portfolio of 26 residential clusters
in Kiel, Germany. Since Fitch's last rating action in September
2013, the special servicer (HPI) and the insolvency administrator
have continued to market the portfolio, and are in final talks
with investors. The indication is that a sale and purchase
agreement should be notarized by end-January 2014, allowing the
sale to complete by March 2014. However, Fitch notes that
predictions on timing of completions are not very reliable, and
with many factors, such as legal or technical due diligence,
falling outside the control of HPI there is a risk of slippage.

In March 2013, the residual portfolio was revalued at EUR19.9
million. This is only marginally down from the EUR20.6 million
reported in May 2005, despite the portfolio being in a poor state
of repair and suffering high vacancy of 38.7% (up from 30.9% in
September 2013). Due to the high level of expenditure needed even
to maintain the properties, little cash is available to service
the debt. As a result, at the October 2013 interest payment date
the issuer once again had to draw on the liquidity facility to
pay senior expenses and notes interest (subject to the class H
available funds cap).

Fitch's recovery estimates, which look beyond LFM, indicate the
likelihood of very strong recoveries, with a risk of a small
shortfall on the class H notes arising from an increase in final
issuer expenses.

Rating Sensitivities:

The notes will be downgraded to 'Dsf' if the loan remains
outstanding at LFM in July 2014.


HEIDELBERGER DRUCKMASCHINEN: S&P Rates EUR50MM Bond Tap 'CCC+'
--------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC+' issue
rating to the EUR50 million bond tap on the existing
EUR304 million senior unsecured notes issued by Germany-based
printing equipment maker Heidelberger Druckmaschinen AG (HDM;
B/Stable/--).  The recovery rating on the bond tap is '6',
indicating S&P's expectation of a negligible (0%-10%) recovery in
the event of payment default.

At the same time, S&P affirmed its 'CCC+' issue rating and '6'
recovery rating on the existing EUR304 million senior unsecured
notes.

The ratings on HDM remain unchanged.

                          RECOVERY ANALYSIS

The recovery rating of '6' on the senior unsecured notes is
constrained by the significant debt ranking ahead of the notes,
primarily the EUR340 million revolving credit facility (RCF) that
is secured by substantially all of HDM's assets and substantial
pension liabilities.  The notes' relatively weak documentation is
also a rating constraint.

S&P understands that HDM plans to use the bond proceeds for
mandatory prepayment of the senior secured RCF.  The company also
plans to further reduce the RCF by EUR26 million, leading to a
total EUR340 million after the bond tap.

In S&P's simulated default scenario, it projects a payment
default for HDM in 2016, owing to the company's overall economic
deterioration and declining demand for its products, which would
lead to refinancing risk.  S&P's issue and recovery ratings on
the bond tap and the senior unsecured notes reflect its valuation
of HDM as a going concern, primarily based on its long-term
customer relationships.  At S&P's simulated point of default, it
calculates a stressed enterprise value of about EUR450 million
based on a multiple of 5.0x EBITDA at default.

Deductions from the stressed enterprise value for priority claims
of roughly EUR222 million (comprising enforcement costs, 50% of
unfunded pension claims, and finance leases) leave about
EUR228 million of residual value for debtholders.  At default,
the RCF and other bank loans of approximately EUR382 million rank
ahead of the notes by virtue of their contractual and structural
advantages, respectively.  In S&P's view, this would leave
negligible (0%-10%) recovery of the EUR370 million of principal
and unpaid prepetition interest for senior unsecured noteholders,
resulting in S&P's recovery rating of '6'.


PRAKTIKER AG: Parent Won't Pay Dividend Due to Unit's Insolvency
----------------------------------------------------------------
The Wall Street Journal reports that Metro AG won't pay a
dividend for its truncated fiscal year ended Sept. 30, after
posting an after-tax loss for the period due to restructuring,
taxes and the insolvency of its Praktiker chain, the retailer
said Dec. 12.

The Journal relates that the company's net loss for the nine-
month fiscal year was EUR71 million ($97.84 million), wider than
the EUR19 million net loss in the year-earlier period. Sales fell
2.2% during the period to EUR46.3 billion.

"This is attributable to the continued challenging economic
environment in many parts of Europe, the already fulfilled
portfolio changes as well as negative currency effects," Metro
said, the Journal relates.

Metro warned that earnings for fiscal 2014 "will also be shaped
by the below-average pace of the economy," and said the company
will focus on strict cost management.  Metro said it sees a
"slight rise" in overall sales for the year, according to the
Journal.

Germany-based Praktiker AG engages in the retail of supplies for
the do-it-yourself (DIY) and home improvement markets, among
others. The Company operates three business segments: Praktiker
Germany, Max Bahr and International.

Praktiker AG, which employs 20,000 in various countries, became
insolvent in early July 2013, Portfolio.hu disclosed.  Two months
later, Praktiker's bankruptcy administrator said a market exit
was inevitable for the brand as it was unable to find an investor
to continue operation of the group's 130 stores in Germany.



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ELETSON HOLDING: Moody's Assigns 'B3' CFR; Outlook Stable
---------------------------------------------------------
Moody's Investors Service has assigned a B3 corporate family
rating (CFR) and a B3-PD probability of default rating (PDR) to
Eletson Holdings Inc. a Greek shipping company focused on refined
products and LPG tanker services. Concurrently, Moody's has
assigned a provisional (P)B3 rating, with a loss given default
assessment of LGD3 (47%), to Eletson's proposed issuance of $290
million of senior secured notes due in 2021. The outlook on the
ratings is stable.

"The B3 rating balances Eletson's solid business profile in the
ocean transportation of LPG and petroleum products and its long
track record of profitability and operating efficiency, with the
group's overleveraged capital structure ahead of a significant
capital investment program in a market that remain highly
cyclical," says Paolo Leschiutta, a Moody's Vice President -
Senior Credit officer and lead analyst for Eletson.

Moody's issues provisional ratings in advance of the final sale
of securities, and these ratings only represent Moody's
preliminary opinion. Upon a conclusive review of the transaction
and associated documentation, Moody's will endeavor to assign a
definitive rating to the securities. A definitive rating may
differ from a provisional rating.

Ratings Rationale:

   --B3 CFR and B3-PD PDR--

The B3 CFR and B3-PD PDR assigned to Eletson are supported by its
good market position in the global transportation of oil
products, established by the group over its 45 years of
existence, and its fleet of 28 double-hulled vessels. The rating
is also supported by Eletson's growing presence in the market for
refined petroleum products, its recent strategic LPG joint
venture with the Blackstone group, its strong reputation as a
quality operator with a blue chip customer base with some
relationships exceeding 25 years and the company's track record
of commercial outperformance of the market. In addition, the good
quality of Eletson's fleet of vessels, with a market value of ca
$768 million, also sustains the rating. This reflects that
despite the fleet being fairly old (9.8 years of average), the
group actively replaces older vessels with new ones and maintains
a focus on high-quality assets and consistent maintenance. The
company's track record in weathering adverse market conditions
over the years helps mitigate some of the risk of having a highly
leveraged capital structure.

However, the aforementioned strengths are partially offset by the
highly cyclical nature of the shipping sector and the group's
preference to remain a player in the spot market, which reduces
revenue visibility. Furthermore, the market is highly fragmented
and Eletson remains a relatively small company based on annual
revenues compared to the global rated universe. In this context
Moody's notes that the product tanker market continues to show
gradual signs of improvement aided by increased US product
exports attributable to expanding shale energy production
resulting in modest but gradual improvements in freight rates on
the back of more balanced supply and demand fundamentals. The
strategy to trade vessels mostly in the spot market positions
Eletson in a good position should a recovery in rates occur. In
addition, Moody's recognizes that demand and trading conditions
are more buoyant in the liquefied petroleum gas (LPG) market in
which the company will be expanding its presence through a joint
venture which should help soften the pressure on earnings in the
event of a slowdown in global economic activity.

Eletson is planning to issue the $290 million of senior secured
notes to refinance part of its existing debt and finance the
acquisition of three to four second-hand vessels. These should
become part of the group's fleet by year-end (YE) 2013 (to
December). Eletson has also recently entered into an agreement
with Blackstone Group to create a new joint venture, Eletson Gas
LLC. Blackstone's equity contribution will be used to finance
part of the acquisition of nine new vessels (one second-hand
vessel acquired in October 2013 and eight new vessels expected to
be delivered between mid 2015 and early 2016). In order to
finance these new acquisitions, Eletson Gas will have to raise a
significant amount of new debt the majority of which however has
already been committed. The Eletson Gas financings will not be
guaranteed by Eletson Holdings but rather by the Gas joint
venture.

In light of Eletson's 60% ownership of Eletson Gas, Moody's has
assessed the group on a consolidated basis, despite Moody's
understands that the agreement with Blackstone poses some
limitation on Eletson capability to control the joint venture. In
this context Moody's notes that EBITDA generated by contributions
from Eletson Gas are expected to become a large part of the
Group's EBITDA once all the vessels will be deployed.

Pro-forma for the planned bond issue and in light of Eletson's
recent capital expenditure program, Moody's would expect the
group's gross financial leverage to be around 9.0x which is high
for the rating category. However, Moody's would expect this to
decrease over the coming 12-18 months as a number of new vessels
will start contributing to the group's top line and
profitability. Moody's views the group liquidity as relatively
weak, although Moody's understands that the company has obtained
a waiver on certain loan to value covenants until December 2014
(inclusive).

Despite the fact that Eletson's vessels are under Greek flag and
are owned by Greek entities, its CFR, three notches above the
Greek sovereign rating of Caa3 and in line with the Greek ceiling
of B3, reflects the fact that neither the Liberian issuer nor its
Greek subsidiaries have material exposure to debt to which Greek
law would likely apply in the event of a Greek sovereign default
and euro exit, and the group is likely to be able to continue
servicing debt in those circumstances from dollar revenues
generated and retained outside Greece. In addition Moody's also
recognizes that (1) the group has no reliance on Greek customers
or Greece's economy; (2) upon issuance of the notes the group's
debt will be governed under either New York or English law; (3)
the group's vessels are seldom in Greek waters; (4) Eletson has
minimal debt and cash deposits in Greece (around 6% and 10%,
respectively); and (5) the group's debt with Greek banks is
repaid outside of Greece, largely in London.

   --(P)B3 Rating on the Notes --

The US$290 million of proposed senior secured notes will be
issued by Eletson Holdings Inc. and will be guaranteed on a
senior basis by Eletson Corporation and EMC Investment
Corporation, two of Eletson's fully owned subsidiaries. Moody's
expects guarantors to represent around 65% of group's EBITDA. The
bond will be a secured on a first priority basis with ship
mortgages on a number of existing vessels and those to be
acquired with the bond proceeds. The aggregate appraised charter-
free values of this collateral is expected to be US$284 million
(including ca. US$65 million to be placed in an escrow account to
acquire new vessels) representing a coverage of 98%. The notes
should include standard incurrence covenants for this type of
transaction.

The rating on the notes is in line with the CFR as this class of
debt constitutes most of the group's capital structure, which
includes only a minimal amount of subordinated (secured on a
second lien basis) debt.

Rationale for the Stable Outlook:

The stable rating outlook is based on Moody's expectation that
Eletson will maintain its position as a leading product tanker
owner and that its credit metrics will begin to strengthen by
2014. The outlook also takes into account the significant growth
in earnings expected from the LPG operations of Eletson Gas and
the expected contribution to Eletson's revenues from the nine new
vessels.

What Could Change the Rating Up/Down:

Moody's could upgrade the rating if Eletson reduces its financial
leverage below 6.5x and maintains its funds from operations (FFO)
to interest coverage above 2.5x in conjunction with a recovery in
market conditions in the tanker segment and improves its
liquidity.

Conversely, Moody's could downgrade the rating if Eletson's
debt/EBITDA ratio remains above 8.0x and if its FFO to interest
coverage where to drop below 1.5x, or in the event of further
debt-financed investments outside of the company's current plan.
Deterioration in the company's liquidity profile would also exert
immediate pressure on the rating.

Ratings assigned:

   -- Corporate family rating of B3

   -- Probability of default rating of B3-PD

   -- Provisional senior secured rating on the proposed $290
      million notes issuance of (P)B3, LGD3 - 47%.

Eletson Holding Company is one of the world's leading owners and
operators of product tankers and LPG carriers, with a fully owned
double-hulled fleet of 22 product tankers and six LPG/ammonia
carriers with a combined capacity of 1,696,673 deadweight tonnage
(DWT). The group recorded total revenues of US$294 million and
EBITDA of US$72 million in 2012.



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


HUNGARY: Fitch Affirms 'BB+' Long-Term Foreign Currency IDR
-----------------------------------------------------------
Fitch Ratings has affirmed Hungary's Long-term foreign currency
Issuer Default Rating (IDR) at 'BB+' and its local currency IDR
at 'BBB-'. The issue ratings on Hungary's senior unsecured
foreign and local currency bonds have also been affirmed at 'BB+'
and 'BBB-', respectively. The Outlooks on the Long-term IDRs are
Stable. The Country Ceiling has been affirmed at 'BBB' and the
Short-term foreign currency IDR at 'B'.

Key Rating Drivers:

The affirmation of Hungary's sovereign ratings reflects the
following key factors:

   -- Fitch forecasts that the general government deficit (GGD)
      will rise somewhat in 2013-15 from 2% in 2012, however
      remaining slightly below 3%, thus keeping it in line with
      the medians of the 'BB' and 'BBB' categories. The
      government continues to demonstrate a strong commitment to
      containing the deficit below 3% of GDP, offsetting a degree
      of implementation risk in the 2014 budget in Fitch's view.
      Structural consolidation equivalent to 3.2 percentage
      points (pps) of GDP in 2012 according to the European
      Commission earned Hungary an exit from the EU's Excessive
      Deficit Procedure.

   -- Hungary possesses a well-developed domestic bond market
      along with substantial government deposits and central bank
      foreign exchange reserves (equivalent to 4.4% and 33% of
      GDP in October 2013, respectively). These characteristics,
      along with fiscal discipline, helped Hungary to maintain
      access to international financial markets throughout
      periods of uncertainty in 2013.

   -- High levels of foreign currency denominated private and
      public sector debt render Hungary vulnerable to adverse
      external shocks and to potential policy missteps. Gross
      general government debt (GGGD) fell by just over 2 pps to
      79.8% of GDP in 2012, but Fitch forecasts that it will
      remain broadly stable in 2013-14 and fall only modestly in
      2015. Thus, Hungary will remain well above both the 'BB'
      and 'BBB' medians on this metric over the forecast period.
      Interest spending, at 4.3% of GDP and 9.2% of budget
      revenue in 2012, remains well above the median of category
      and regional peers. The share of FX government debt remains
      relatively high, at 39% of the total in October 2013,
      although it is falling gradually.

   -- Fitch expects Hungary to record current-account surpluses
      (CAS) through the forecast period, as a result of export
      resilience and private sector deleveraging. In the year to
      2Q2013, net repayments to the rest of the world were
      equivalent to 6.6% of GDP. Fitch expects a continuation of
      these trends to lead to a reduction in net external debt
      (NXD) to a forecast 46% of GDP in 2015 from an estimated
      64% in 2013. External indebtedness, around one-quarter of
      which is accounted for by inter-company lending, will
      nevertheless remain substantially higher than rating peers.

   -- Fiscal discipline contrasts with unpredictable economic
      policies, especially with respect to the banking and
      utilities sectors. Recent government initiatives to boost
      credit to small and medium-sized enterprises (SMEs) will
      likely contribute to a recovery in GDP growth in 2014-15,
      alongside stronger growth in Hungary's key EU trading
      partners. However, lingering uncertainty over economic
      policy and on-going private sector debt deleveraging
      constrain the Hungarian economy's medium-term growth
      potential.

   -- Hungary's GDP per capita is high relative to 'BB' and 'BBB
      peers, reflecting its high level of economic development
      and integration with Western Europe. EU membership
      underpins domestic politics and institutions.

Rating Sensitivities:

The Stable Outlook reflects Fitch's assessment that upside and
downside risks to the rating are currently well balanced. The
main risk factors that, individually or collectively, could
trigger a positive rating action are:

   -- Successful fiscal consolidation, resulting in a significant
      reduction in the public debt ratio; also, further lowering
      of the foreign currency share.

   -- A sustained reduction in external indebtedness.

   -- Measures to enhance the business and investment
      environment, including greater policy stability, resulting
      in an upward revision to Fitch's assessment of the medium-
      term growth outlook.

The main risk factors that, individually or collectively, could
trigger a negative rating action are:

   -- Sustained fiscal slippage that endangers debt
      sustainability.

   -- Policy missteps that pose risks to the inflation and
      currency outlook, which could in turn exacerbate macro-
      financial risks in light of still substantial foreign-
      currency exposure of the public and private sectors.

   -- A global shock to investor sentiment, leading to a loss of
      financial market access

   -- A downward revision to Fitch's assessment of the medium-
      term growth outlook.

Key Assumptions:

   -- Fitch assumes the Hungarian authorities will maintain
      fiscal discipline, including through the period leading up
      to the parliamentary election due in April 2014. Thus,
      Fitch assumes no return to the electoral-cycle deficit
      spending that punctuated electoral campaigns in 2002 and
      2006.

   -- Fitch assumes that under severe financial stress, support
      for Hungarian subsidiary banks would come first and
      foremost from their parent banks.

   -- Fitch's current assumption for Hungary's medium-term growth
      potential is 1.5%.

   -- Fitch assumes that the risk of fragmentation of the
      eurozone remains low.


MALEV: Liquidation Deadline Extended Until June 30
--------------------------------------------------
MTI-Econews reports that business daily Vilaggazdasag said on
Thursday the deadline for liquidating Malev has been extended
from Dec. 31 until June 30 of next year.

According to MTI-Econews, liquidator Jeno Varga told the paper
that tenders for the company's retreat near Lake Balaton and
other assets have been unsuccessful.

The paper said that offers for Malev's last aircraft, a
Bombardier CRJ, are being accepted until Jan. 6, MTI-Econews
relates.

Financially troubled Malev was grounded early last year,
MTI-Econews recounts.

Malev is Hungary's former national carrier.



=============
I R E L A N D
=============


AQUILAE CLO: Moody's Affirms Rating on Class E Notes at Caa1
------------------------------------------------------------
Moody's Investors Service has confirmed the rating of Class D
notes issued by Aquilae CLO I PLC:

EUR10.5M Class D Deferrable Floating Rate Notes, due 2015,
Confirmed at A2 (sf); previously on Nov 14, 2013 Upgraded to A2
(sf) and Placed Under Review for Possible Upgrade

Moody's also affirmed the ratings of the following notes issued
by Aquilae CLO I PLC:

EUR12M Class B Floating Rate Notes, due 2015, Affirmed Aaa (sf);
previously on Apr 12, 2013 Upgraded to Aaa (sf)

EUR15M Class C Deferrable Floating Rate Notes, due 2015,
Affirmed Aaa (sf); previously on Nov 14, 2013 Upgraded to Aaa
(sf)

EUR12M Class E Deferrable Floating Rate Notes, due 2015,
Affirmed Caa1 (sf); previously on Apr 12, 2013 Affirmed Caa1
(sf)

Aquilae CLO I PLC, issued in December 2003, is a Collateralised
Loan Obligation ("CLO") backed by a portfolio of mostly senior
secured European loans. The portfolio is managed by Henderson
Global Investors Ltd. The reinvestment period has expired in
August 2008.

Ratings Rationale:

Moody's had previously upgraded the rating on November 14, 2013
of Class C to Aaa (sf) and Class D to A2 (sf) and left it on
review for upgrade due to significant loan prepayments. Rating
confirmation on Class D primarily reflects improvement in the
overcollateralization ratios which offsets the deterioration in
the credit quality of the asset pool observed through a higher
average credit rating of the portfolio (as measured by the
weighted average rating factor "WARF") and an increase in the
proportion of securities from issuers rated Caa1 and below.
Action concludes the rating review of the transaction.

Additionally, Moody's notes that the underlying portfolio
includes a number of investments in securities that mature after
the maturity date of the notes. Based on the October 2013 trustee
report, these securities currently make up approximately 45% of
the underlying reference portfolio compared to 16% in April 2013.
These investments potentially expose the notes to market risk in
the event of liquidation at the time of the notes' maturity.

Moody's notes that the key model inputs used by Moody's in its
analysis, such as par, weighted average rating factor, diversity
score, and weighted average recovery rate, are based on its
published methodology and may be different from the trustee's
reported numbers. In its base case, Moody's analyzed the
underlying collateral pool to have a performing par and principal
proceeds balance of EUR62.4 million, defaulted par of EUR 0.47
million, a weighted average default probability of 28%
(consistent with a weighted average rating factor "WARF" of
5470), a weighted average recovery rate upon default of 49.43%
for a Aaa liability target rating, a diversity score of 9 and a
weighted average spread of 2.78%.

As part of the base case, Moody's has addressed the exposure to
obligors domiciled in countries with local currency country risk
bond ceilings (LCCs) of A1 and below. Given the portfolio is
exposed to 17.37% of obligors located in Ireland and Spain, whose
LCC is A3, the model was run with different par amounts depending
on the target rating of each class of notes as further described
in the Section 4.2.11 and Appendix 14 of the methodology. The
portfolio haircuts are a function of the exposure size to
peripheral countries and the target ratings of the rated notes
and amount to 2.95% for the Class B and C notes and 0.74% for the
Class D notes.

The default probability is derived from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The average recovery rate to be realised on
future defaults is based primarily on the seniority of the assets
in the collateral pool. For a Aaa liability target rating,
Moody's assumed that 98.37% of the portfolio exposed to first
lien senior secured corporate assets would recover 50% upon
default, while the remainder non first-lien loan corporate assets
would recover 15%. In each case, historical and market
performance trends and collateral manager latitude for trading
the collateral are also relevant factors. These default and
recovery properties of the collateral pool are incorporated in
cash flow model analysis where they are subject to stresses as a
function of the target rating of each CLO liability being
reviewed.

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

In addition to the base case analysis described above, Moody's
also performed sensitivity analysis on key parameters for the
rated notes, which includes deteriorating credit quality of
portfolio to address the refinancing risk.

Approximately 33% of the portfolio is European corporate rated B3
and below and maturing between 2013 and 2015, which may create
challenges for issuers to refinance. Moody's considered a model
run where the base case WARF was increased to 5,762 by forcing
ratings on 25% of refinancing exposures to Ca. This run generated
model outputs that were consistent with the base case results.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, which could negatively impact the
ratings of the notes, as evidenced by 1) uncertainties of credit
conditions in the general economy especially as 17.4% of the
portfolio is exposed to obligors located in Ireland and Spain and
2) the large concentration of lowly rated debt maturing between
2013 and 2015 which may create challenges for issuers to
refinance. CLO notes' performance may also be impacted either
positively or negatively by 1) the manager's investment strategy
and behavior and 2) divergence in legal interpretation of CDO
documentation by different transactional parties due to embedded
ambiguities.

Sources of additional performance uncertainties are described
below:

1) Portfolio amortization: The main source of uncertainty in this
transaction is the pace of amortization of the underlying
portfolio. Pace of amortization could vary significantly subject
to market conditions and this may have a significant impact on
the notes' ratings. In particular, amortization could accelerate
as a consequence of high levels of prepayments in the loan market
or collateral sales by the liquidation agent / the Collateral
Manager or be delayed by rising loan amend-and-extend
restructurings. Fast amortization would usually benefit the
ratings of the notes beginning with the notes having the highest
prepayment priority.

2) Moody's also notes that around 54.34% of the collateral pool
consists of debt obligations whose credit quality has been
assessed through Moody's credit estimates. Large single exposures
to obligors bearing a credit estimate have been subject to a
stress applicable to concentrated pools as per the report titled
"Updated Approach to the Usage of Credit Estimates in Rated
Transactions" published in October 2009.

3) Recovery of defaulted assets: Market value fluctuations in
defaulted assets reported by the trustee and those assumed to be
defaulted by Moody's may create volatility in the deal's
overcollateralization levels. Further, the timing of recoveries
and the manager's decision to work out versus sell defaulted
assets create additional uncertainties. Realisation of higher
recoveries than Moody's assumed would positively impact the
ratings of the notes.

4) Long-dated assets: The presence of assets that mature beyond
the CLO's legal maturity date exposes the deal to liquidation
risk on those assets. Moody's assumes that at transaction
maturity such an asset has a liquidation value dependent on the
nature of the asset as well as the extent to which the asset's
maturity lags that of the liabilities. Realisation of higher than
expected liquidation values would positively impact the ratings
of the notes.

In addition to the quantitative factors that are explicitly
modelled, qualitative factors are part of the rating committee
considerations. These qualitative factors include the structural
protections in each transaction, the recent deal performance in
the current market environment, the legal environment, specific
documentation features, the collateral manager's track record,
and the potential for selection bias in the portfolio. All
information available to rating committees, including
macroeconomic forecasts, input from other Moody's analytical
groups, market factors, and judgments regarding the nature and
severity of credit stress on the transactions, may influence the
final rating decision.


WILLOW NO.2: Moody's Raises Rating on Series 39 Notes to 'B3'
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the
following notes issued by Willow No.2 (Ireland) Plc:

  Series 39 EUR7,100,000 Secured Limited Recourse Notes due 2039,
  Upgraded to B3 (sf); previously on Dec 21, 2012 Confirmed at
  Caa2 (sf)

Willow No. 2 (Ireland) Plc Series 39 represents a repackaging of
Grifonas Finance No.1 Plc Class A Notes, a Greek residential
mortgage-backed security. All interest and principal received on
the underlying asset are passed net of on-going costs to Willow
No. 2 (Ireland) Series 39 notes. This rating is essentially a
pass-through of the rating of the Collateral.

Ratings Rationale:

Moody's explained that the rating action taken is the result of a
rating action on Grifonas Finance No.1 Plc Class A Notes, which
was upgraded to B3 (sf) from Caa2 (sf) on December 4, 2013.

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

This rating is essentially a pass-through of the rating of the
underlying securities. Noteholders are exposed to the credit risk
of Grifonas Finance No.1 Plc Class A Notes and therefore the
rating moves in lock-step.

Moody's notes that this transaction is subject to a high level of
macroeconomic uncertainty, which could negatively impact the
ratings of the notes, as evidenced by 1) uncertainties of credit
conditions in the general economy especially as the transaction
is exposed to an obligor located in Greece and 2) more
specifically, any uncertainty associated with the underlying
credits in the transaction could have a direct impact on the
repackaged transaction.



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


BANCA CARIGE: Moody's Lowers Issuer & Deposit Ratings to 'B3'
-------------------------------------------------------------
Moody's Investors Service has downgraded Banca Carige S.p.A.
long-term issuer and deposit ratings to B3 from B2; at the same
time, the rating agency lowered the bank's standalone Baseline
Credit Assessment (BCA) to caa2 from b3.

The long-term issuer and deposit rating and the standalone BCA
now carry a negative outlook. This action concludes the review
initiated on September 18, 2013.

Rationale for the Lowering of the Standalone BCA:

Moody's says that the lowering of Banca Carige's standalone BCA
by two notches was triggered by further deterioration of the
bank's asset quality and profitability in 3Q 2013, against the
backdrop of continued uncertainty regarding the planned capital
strengthening.

Further Deterioration of Asset Quality and Profitability in
3Q2013:

The key driver of rating action has been Banca Carige's continued
deterioration of asset quality and profitability, which now
compares more weakly than the average of the Italian banking
system; Moody's is concerned that the recent more rapid
deterioration of both asset quality and profitability indicators
following Bank of Italy inspections is a more accurate reflection
of the bank's asset quality and provisioning than the previously
shown apparent resilience and profit stability.

Following the inspections and subsequent requests of the Bank of
Italy, the bank's problem loans increased from 10.2% of gross
loans in December 2012 (below the system average of 10.5%), to
12.5% in June 2013 (above the system average of 11.3%). In the 3Q
2013 problem loans increased further, reaching 14.1% in
September 2013.

The increase in problem loans led to substantial loan loss
charges of EUR394 million for the first nine months of 2013,
which compares with EUR118 million for the same period in 2012.
Moody's said that the provisions booked in the 3Q 2013 are
particularly high, as they represent almost 40% of the loan loss
charges for the first nine months of the year, and they follow
three quarters of extraordinary provisions.

As a result, Banca Carige reported a net loss of EUR139 million
in September 2013, excluding a substantial impairment on the
bank's goodwill of EUR1,170 million recorded in the 3Q 2013.
Moody's said that this result is below the rating agency's
previous expectations of a result close to break-even.

Increased Uncertainties Regarding Capital Strenghtening:

These challenge on asset quality and profitability are
exacerbated by the bank's challenge to raise a sufficiently
strong enough amount of capital. Banca Carige had planned to
increase it by EUR800 million by the end of March 2014. The plan
was to achieve this mainly via the sale of non-core assets, with
any remaining amount covered by a secondary capital offering. In
the last months, Moody's noted growing challenges in reaching
this plan within the expected timeframe. According to the bank's
management the largest asset for sale, a life insurance company,
has not received market interest, and may be put in run-off; the
second-largest asset for sale, a non-life insurance company, is
competing in a market where other similar assets are being sold.
As of the rating agency said it is not aware of any underwriting
agreement with investors for a possible capital increase.

Additionally, Moody's noted that there is still high uncertainty
regarding the amount of capital increase needed. Following a
request by the Bank of Italy, at the end of October Banca Carige
appointed a new CEO who is leading the preparation of a new
business plan, which has not yet been disclosed. This business
plan is likely to indicate the amount of capital increase needed,
which will be a function of (i) the level of capital at December
2013, (ii) the outcome of the asset sale, and (iii) an estimate
on the capital needed to pass the European Central Bank (ECB)'s
comprehensive assessment in 2014.

Moody's noted that there is uncertainty on the capital levels
that Banca Carige will report at the end of 2013. Following
substantial loan book clean-ups requested by the Bank of Italy in
4Q 2012, 1Q, 2Q, and 3Q 2013, further extraordinary provisioning
may still be booked in 4Q 2013, as indicated by Banca Carige's
lower-than-average coverage of problem loans.

In addition to the year-end capital levels, the business plan
will need to take into consideration the requests by the ECB in
the upcoming comprehensive assessment, for which the details have
not yet been disclosed. Considering the bank's 7.7% pro-forma
core Tier 1 at September 2013 as a proxy, without further clean-
up Moody's estimates that Banca Carige may need less than EUR100
million to comply with the 8% Common Equity Tier 1 (CET1)
threshold. However, this does not take into consideration the
stress test that Banca Carige will undergo, whose results will
likely be compared against a lower ratio, and the difference in
the calculation between the two ratios. So far, Banca Carige has
not reported any estimate on its current or pro-forma CET1 ratio.
Moody's notes that any rights issue may also be rendered more
challenging as long as the parameters of the stress test -- and
the potential impact on Banca Carige - are not yet sufficiently
clear.

Rationale for the Downgrade of the Long-Term Issuer and Deposit
Rating and for the Negative Outlook:

With regards to the long-term issuer and deposit ratings, Moody's
said that the one-notch downgrade to B3 from B2 reflects the
lowering of the bank's standalone BCA, as well as the rating
agency's assessment of moderate probability of systemic support
(unchanged from previous rating action); this leads to a two-
notch uplift from the standalone BCA of caa2 to the long-term
issuer and deposit rating of B3.

The outlook on all ratings is now negative, reflecting the
abovementioned uncertainties regarding the size and success of
Banca Carige's capital strengthening plans, as well as the
continuously challenging operating environment in Italy.

What Could Move the Ratings Up/Down:

As evidenced by the negative outlook, upward pressure on Banca
Carige's ratings is limited.

Banca Carige's outlook could be stabilized through a combination
of the following factors (i) a successful implementation of a
material capital strengthening; (ii) a complete fulfilment of the
Bank of Italy's requests raised following the two recent
inspections, including the sale of insurance business; (iii)
evidence of stabilization of asset quality; (iv) a return to
satisfactory recurring profitability, and (v) a successful
outcome of the European Central Bank (ECB)'s comprehensive
assessment.

Any deviation from the planned capital strengthening, or further
material deterioration in Banca Carige's asset quality and
profitability, would exert downward pressures on all of the
bank's ratings. Any evidence that the bank will not be able to
fulfil a request from the Bank of Italy may also lead to a
downgrade of all Carige's ratings.

List of Affected Ratings:

   -- Long-term issuer rating: downgraded to B3 with negative
      outlook, from B2 on review for downgrade.

   -- Long-term deposit rating: downgraded to B3 with negative
      outlook, from B2 on review for downgrade.

   -- Standalone Bank Financial Strength Rating: downgraded to E
      with no outlook, from E+ on review for downgrade.

   -- Standalone Baseline Credit Assessment: lowered to caa2 with
      negative outlook, from b3 on review for downgrade.

(note1) Unless otherwise noted, data in this report are from
Company data or Moody's Financial Metrics.

(note 2) Problem loans include non-perfomring loans (sofferenze),
watchlist (incagli), restructured (risturatturati), and past-due
(scaduti); Moody's adjusts these numbers and only incorporates
30% of the watchlist category as an estimate of those over 90
days overdue. For Banca Carige, gross loans exclude low-risk
loans to clearing houses, which are different in nature from teh
majority of the bank's loan book, manily composed of loans to
retail and corporate and SME clients.

(note 3) Source of system data: Bank of Italy's annual reports
and financial stability report.



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


BOSTON LUXEMBOURG II: S&P Raises CCR to 'B+'; Outlook Stable
------------------------------------------------------------
Standard & Poor's Ratings Services raised its long-term corporate
credit rating on Luxembourg-listed Boston Luxembourg II S.a.r.l
(Boston Luxembourg), the parent company of Germany-based health
care group BSN Medical, to 'B+' from 'B'.  The outlook is stable.

At the same time, S&P raised its issue rating on the senior
secured bank facilities issued by LuxDebtCo due in 2019 to 'BB-'
from 'B+'.  The recovery rating on this instrument remains
unchanged at '2,' indicating S&P's expectation of substantial
(70%-90%) recovery in the event of a payment default.

In addition, S&P removed the abovementioned ratings from
CreditWatch, where it placed them with positive implications on
Nov. 26, 2013.

"We base our upgrades primarily on our reassessment of the
importance of volatility of earnings for Boston Luxembourg under
our new corporate criteria.  We also take into account the
relative stability of the company's cash flows in the health care
equipment sector," S&P noted.

S&P believes that the company's operating profitability (measured
by its EBITDA margin) has proved, and will remain, less volatile
than it had previously assumed.  This is a key consideration in
S&P's assessment of the company's competitive position as
"satisfactory."

The upgrades also reflect S&P's favorable assessment of Boston
Luxembourg's product offering under the new criteria, as well as
its geographic and customer diversity; leading market positions
and strong and varied customer relationships; and steady product
demand when compared with peers.

Furthermore, the rating actions reflect S&P's view that Boston
Luxembourg will continue to generate stable and predictable
operating cash flows on a sustainable basis.  S&P's view is
supported by Boston Luxembourg's ability to absorb external
pressures on its profits through adjustments to its cost base,
and to continue successfully commercializing newly rolled-out
products, while continuing its policy of prudent working capital
and capital expenditure management.

S&P considers Boston Luxembourg's business risk profile to be
"satisfactory" under its criteria.  S&P bases its view on Boston
Luxembourg's leading position as a manufacturer of orthopedic,
wound care, and compression therapy products.  S&P views this
section of the medical supplies market as niche because of the
relatively specialized, and in some cases custom-made, products.
Although they play an important part in the treatment process,
the cost of Boston Luxembourg's products generally account for
only a fraction of the cost of treatments.  As such, S&P
considers that these products should be more resilient to cuts in
health care spending and disposable income.

In S&P's opinion, Boston Luxembourg's well-established brands and
its consequent ability to charge premium prices are reflected in
its solid operating margin of about 25%.

These strengths are partially offset, in S&P's view, by Boston
Luxembourg's exposure to changes in reimbursement policies,
because reimbursed products account for most of the company's
revenues.  S&P anticipates that austerity measures and cuts in
public funding will continue to put prices under pressure.

"Our assessment of Boston Luxembourg's financial risk as "highly
leveraged" reflects our forecast that the Standard & Poor's-
adjusted debt-to-EBITDA ratio will be about 8x, including
shareholder loans, by Dec. 31, 2013.  Although we view the
shareholder loan as debt-like, we recognize its cash-preserving
function.  Excluding this debt-like instrument, we would still
class Boston Luxembourg's financial risk profile as "highly
leveraged," because we forecast debt to EBITDA reaching more than
5x by Dec. 31, 2013," S&P added.

Boston Luxembourg's high leverage is, in S&P's view, partially
mitigated by the company's relatively low ongoing capital
investments and working capital requirements, which, together
with strong conversion of profits into cash, translates into
relatively stable free operating cash flow (FOCF).

S&P's base case assumes:

   -- Low- to mid-single-digit revenue growth in 2013;

   -- EBITDA of about EUR185 million in 2013, and EUR185 million-
      EUR190 million in 2014;

   -- Annual cash interest payments of about EUR75 million-EUR77
      million; and

   -- Positive FOCF of at least EUR50 million in 2013 and 2014.

Based on these assumptions, S&P arrives at the following credit
measures:

   -- Adjusted debt to EBITDA of 8.2x in 2013 and 7.7x in 2014;
      and

   -- Funds from operations (FFO) cash interest coverage of 2.4x
      in 2013 and 2.5x in 2014.

The stable outlook reflects S&P's view that Boston Luxembourg
will sustain positive underlying revenue growth, while at least
maintaining its operating performance momentum.  This is despite
the potentially negative effects of government spending cuts to
health care.  For Boston Luxembourg to maintain the current
rating, S&P's assessment of the company's financial risk profile
would need to remain commensurate with a 'B+' rating.  S&P views
adjusted FFO cash interest coverage of above 2x, and positive
cash flow generation, as commensurate with the current rating.

S&P could take a negative rating action if adjusted FFO interest
coverage were to drop below 2x, or if Boston Luxembourg proves
unable to generate positive FOCF.  This would most likely be
caused by deteriorating operating margins due to the company's
inability to innovate and pass on price increases, or by higher-
than-expected increases in interest rates.

In S&P's opinion, a positive rating action is unlikely over the
next 12-18 months due to Boston Luxembourg's high adjusted
leverage.  However, S&P would take a positive rating action if
the group were to achieve and maintain debt to EBITDA below 5x.

The issue rating on the senior secured bank facilities is 'BB-'
and the recovery rating on these facilities is '2', indicating
S&P's expectation of substantial (70%-90%) recovery in the event
of a payment default.  The ratings reflect S&P's view of the bank
facilities' relatively good security and guarantee package, which
includes pledges on shares and substantially all the material
assets of the guarantors.

S&P values Boston Luxembourg as a going concern, underpinned by
its robust market positions, resilient business model, and
favorable industry trends.

S&P's hypothetical default scenario assumes a payment default in
2017 as a result of intensified competition, pricing pressure,
and a higher-than-expected cost of raw materials leading to
falling margins.

While it is not part of S&P's default scenario, it will revisit
its analysis should Boston Luxembourg exercise the EUR100 million
accordion feature on the acquisition facility.


FIDJI LUXEMBOURG: Moody's Assigns (P)B1 CFR; Outlook Stable
-----------------------------------------------------------
Moody's Investors Service assigned a (P)B1 corporate family
rating (CFR) to Fidji Luxembourg (BC4) S.a r.l. (FCI) and a (P)B1
rating to its proposed US$300 million term loan due in 2020. In
addition, Moody's assigned a (P)B1 rating to the US$30 million
revolving credit facility due 2018, to be issued by FCI Asia Pte
Ltd., a wholly owned subsidiary of FCI. The outlook on the
ratings is stable.

Provisional ratings may differ from final ratings. The (P)B1
ratings were assigned under the assumption that FCI would issue
US$300 million of term loans. However, if the company were to
upsize its term loan, the ratings could change reflecting our
view that incremental debt would limit FCI's ability to
comfortably navigate a cyclical downturn given its limited
history as a standalone business, recent completion of a large
organizational restructuring and recent revenue declines.

Proceeds from the term loan, plus cash on hand, are expected to
be used to fund a US$330 million shareholder distribution and
shareholder loan repayment (together shareholder distribution).
Bain Capital will receive substantially all of the proceeds, as
its majority owner. FCI made a large shareholder distribution in
2012 following the sale of its automotive business to Delphi.

Ratings Rationale:

The (P)B1 CFR reflects FCI's small scale relative to competitors
in the highly cyclical, global electronic connector industry,
moderately high pro forma leverage, of around 3.3x (Moody's
adjusted), aggressive financial policies with regards to
shareholder returns and an adequate liquidity profile.

"The ratings reflect our view that FCI's completion of its
planned asset sales in 2012, portfolio pruning and organizational
restructuring in 2013 will enable it to be a more flexible and
focused organization that is better positioned to deal with the
ongoing volatility in customer demand inherent in the connector
industry" commented Moody's Vice President Brian Grieser. "With a
new management team in place and a manufacturing footprint
largely in low cost jurisdictions, Moody's views FCI's improved
margins as more resilient to cyclical pressures since its fixed
cost base is significantly lower than during the last downturn in
2009."

FCI's rating benefits from a meaningful market share within the
high speed and power (primarily Telecom and Datacom) niche of the
global electronic connector market. Despite the high-innovation
within this sector, Moody's views it as a mature, rational market
despite its competitiveness, and generally supportive of solid
margins and through-the-cycle cash generation for FCI.

In 2013, EBITDA margins have increased by roughly 200 basis
points when compared to 2012 to more than 18% as FCI's
restructuring is fully realized. While these restructuring costs
weighed on free cash flows (FCF) in 2013, Moody's expects FCI to
generate FCF-to-debt metrics (excluding dividends) in the 8%-10%
range in 2014. Credit protections metrics are further enhanced by
the expectation that interest coverage, EBITA-to-Interest, will
be strong for the (P)B1 rating category, at over 4.0x, given the
current low interest rate environment.

The (P)B1 rating on the $300 million first lien term loan due
2020 and US$30 million revolver due 2018 reflects their relative
size in the capital structure, accounting for all balance sheet
debt. The facilities are expected to be pari-passu and will
benefit from a downstream guarantee from the parent entity and
upstream guarantees from the majority of operating subsidiaries.
The revolver and term loan are guaranteed and secured by a group
entities representing roughly two thirds of FCI's total EBITDA
and assets. Key manufacturing facilities in China, India and
Taiwan, representing around a third of the total EBITDA and
assets, will be excluded from the security package, although the
security package will include a share pledge over the term loan
borrower which would allow enforcement over the whole group.

The term loan facility will be covenant-lite and does not contain
any financial maintenance covenants. The revolver will have a
springing leverage covenant if usage exceeds 30% of the committed
amount, although Moody's expects the facility to remain largely
undrawn over the next twelve months. The facilities are expected
to provide for the ability to incur incremental facilities with a
basket of approximately one turn of EBITDA plus a leverage based
incurrence test.

The stable outlook reflects our expectation for mid-single digit
growth in FCI's key Telecom and Datacom end markets in 2014 and
that FCI will participate in the growth at a similar to slightly
lower level given its niche position. Accordingly, the outlook
incorporates Moody's expectation for a moderate improvement in
key leverage, interest coverage and cash flow metrics during the
next 12-18 months. Further, the outlook reflects our view that
FCI's (P)B1 rating could withstand a 10-15% decline in earnings,
resulting from a cyclical industry decline at the current rating
level, at expected debt levels.

The ratings could be downgraded if FCI raised debt levels to fund
shareholder distributions or transformative acquisitions such
that leverage approached 4.0x. If leverage were to increase due
to end market cyclicality lowering EBITDA, Moody's would likely
maintain ratings until leverage reached 4.5x so long as FCI
continued to generate positive free cash flow and maintained cash
reserves and full revolver availability. Further, the loss of one
or more of its top ten customers would likely increase the
likelihood.

The ratings are unlikely to be upgraded in the next 12-18 months
given its small scale, niche product focus and private equity
ownership. However, upward rating pressure could emerge should
FCI commit to debt reduction such that leverage remains below
3.5x and EBITDA margins remain above 16% during a cyclical
downturn. In addition, FCI would need to operate with a stronger
liquidity profile, likely including large cash balances and full
revolver availability.

FCI, based in Singapore, is a specialized manufacturer of
electronic connectors for the telecom, data, commercial, and
consumer markets. FCI has a broad customer base in different end
markets, operating in over 30 countries. The operating assets of
FCI are controlled by a Singapore-based company, FCI Asia Pte
Ltd, a fully owned subsidiary of FCI. In October 2005, Bain
Capital acquired the assets that formed the current FCI for a
total consideration of EUR1.07 billion. FCI reported around
US$555 million of revenues for the year ended December 2012.


INTELSAT SA: S&P Lifts Corp. Credit Rating to B+; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services said it raised its rating on
Luxembourg-based FSS provider Intelsat S.A. to 'B+' from 'B'.
All related issue-level ratings on the company's debt were also
raised by one notch in conjunction with the upgrade.  S&P removed
the ratings from CreditWatch, where it placed them with positive
implications on Nov. 21, 2013.  The rating outlook is stable.
Recovery ratings on the company's debt issues remain unchanged.

"The upgrade reflects our reassessment of the importance of
earnings volatility and absolute profitability in Intelsat's
business risk profile," said Standard & Poor's credit analyst
Michael Altberg.

S&P views the company as having low earnings volatility and
above-average profitability compared with the overall telecom
sector due to a strong revenue backlog and high adjusted EBITDA
margin, in the high-70% area.  Intelsat's revenue backlog, as of
Sept. 30, 2013, was $10.3 billion, or roughly 4x annualized
revenues. Moreover, the company's cash flows are fairly
predictable because the large majority of operating costs are
fixed and modest following a satellite launch.

The stable rating outlook reflects S&P's expectation that
although revenue and EBITDA growth will remain muted for the next
few years, leverage should continue to modestly decline on growth
in FOCF and debt repayment.

Upgrade potential is dependent on further sustained deleveraging
and stable operating performance.  More specifically, S&P could
upgrade the rating if the company could reduce leverage below
6.5x on a sustained basis, while generating ongoing positive FOCF
and maintaining margin stability.

Although unlikely, S&P could lower the rating if liquidity became
strained due to ongoing negative FOCF based on an unforeseen
deterioration in the business, increased capital spending, or a
shift to a more aggressive financial policy.  S&P could also
lower the rating due to a reassessment of the business risk
profile to "satisfactory" from "strong", due to an increase in
competitive pressures or steeper secular declines in certain
mature businesses.  However, given the company's good revenue
visibility from its contractual backlog and global scale, we view
this as a less likely scenario that would occur over a longer
term horizon if it were to happen.



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


ADRIA BIDCO: S&P Assigns 'B' Corp. Credit Rating; Outlook Pos.
--------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
long-term corporate credit rating to Dutch investment holding
company Adria Bidco B.V.  The outlook is positive.

At the same time, S&P assigned its 'B' issue rating to Adria
Bidco's EUR475 million senior secured notes.

The rating on Adria Bidco reflects S&P's assessment of its
financial risk profile as "aggressive" and its business risk
profile as "fair."  Adria Bidco recently issued EUR475 million of
senior secured notes to fund the acquisition of cable and direct-
to-home TV company Slovenia Broadband S.a.r.l.  S&P refers to
Adria Bidco and Slovenia Broadband together as "the group."

Adria Bidco's "fair" business risk profile reflects S&P's view
that the group is well positioned in the Former Yugoslav
telecommunications markets, notably in Serbia and Slovenia.  This
is evident from the group's leading share in the local pay-TV
markets and sizable share of the broadband Internet market.  S&P
also views the group's superior content and broadband speeds
compared with its main competitors as a competitive advantage
that is reflected in relatively low subscriber churn.
Additionally, S&P sees meaningful customer growth potential,
notably in Serbia and Bosnia and Herzegovina, due to the group's
relatively low penetration in the pay-TV and broadband markets in
these countries and recent landline liberalization.  S&P views
the group's organic growth prospects as greater than those of its
more mature telecoms peers, and S&P thinks this is also likely to
boost its profitability further.

"We assess Adria Bidco's financial risk profile as "aggressive"
due to its majority financial sponsor ownership and some
uncertainty regarding its long-term financial policy and leverage
targets.  Our financial risk profile assessment also reflects our
forecast that the group's Standard & Poor's-adjusted debt-to-
EBITDA ratio will be about 4.4x in 2013, pro forma the
acquisition of Slovenia Broadband and the issuance of the notes
(together, the transaction).  Furthermore, we forecast that the
group's adjusted debt to EBITDA will likely remain comfortably
below 5x in 2014, in view of meaningful organic deleveraging
prospects.  We anticipate that the group's free cash flow
generation will be minimal in 2013, and relatively limited in
2014, due to its high interest burden, coupled with increasing
capital expenditure (capex) requirements to capture the growth
potential in the group's main markets," S&P noted.

There is short-term potential for a one-notch upgrade to 'B+' if
the group performs in line with S&P's our 2013 base-case
scenario, without currency fluctuations having a materially
adverse effect on its main credit measures.  The upgrade is
contingent on S&P's review of the group's full-year 2013
consolidated accounts, and could occur shortly after our review.

S&P could raise the rating on Adria Bidco if its adjusted
leverage falls and remains below 4.5x on a sustainable basis,
while the group maintains EBITDA interest coverage of more than
2.5x and positive free operating cash flows.

S&P could revise the outlook to stable if the group's adjusted
leverage over the next 12 months is above 4.5x, with no certain
near-term deleveraging prospects.  Furthermore, S&P would likely
revise the outlook to stable if lower EBITDA generation or higher
interest costs than it forecasts resulted in an EBITDA interest
coverage ratio of about 2x or negative free operating cash flow
generation.


ARENA 2007-I: S&P Lowers Rating on Junior E Notes to 'B'
--------------------------------------------------------
Standard & Poor's Ratings Services took various credit rating
actions in Arena 2007-I B.V.

Specifically, S&P has:

   -- Lowered and removed from CreditWatch negative its ratings
      on the class Mezz C, Mezz D, and Jnr E notes.

   -- Lowered and kept on CreditWatch negative its rating on the
      class Mezz B notes.  S&P's rating on this class of notes is
      no longer on CreditWatch negative for performance reasons,
      but S&P has placed it on CreditWatch negative for
      counterparty reasons.

   -- Placed on CreditWatch negative its ratings on the class A-
      NHG and Snr A notes.

On Sept. 19, 2013, S&P placed on CreditWatch negative its ratings
on the class Mezz B, Mezz C, Mezz D, and Jnr E notes for
performance reasons due to Dutch house price declines.

The rating actions follows S&P's credit and cash flow analysis of
information from the September 2013 interest payment date and the
application of its criteria for rating Dutch residential
mortgage-backed securities (RMBS).

PERFORMANCE REVIEW

Since S&P's July 2011 review, its weighted-average foreclosure
frequency (WAFF) and weighted-average loss severity (WALS)
assumptions have increased, which has increased the transaction's
credit risk, in S&P's view.  This is mainly due to Dutch house
price declines, with average Dutch house prices falling by 11.9%
since S&P's last review (according to Kadaster data).  The house
price decline has increased our estimate of the pool's weighted-
average loan-to-foreclosure value.

Rating          WAFF        WALS
Level            (%)          (%)

AAA            20.42        38.14
AA             15.94        35.48
A              11.29        31.56
BBB             7.24        29.01
BB              5.02        24.66
B               0.77        16.09

Total delinquencies are 2.34%, which is higher than for other
Arena transactions.  Furthermore, 90+ days delinquencies are
higher than for other Dutch RMBS transactions that S&P rates.
S&P expects delinquencies to further increase, based on recent
increasing severe delinquencies and rising unemployment in the
Netherlands.  To address this potential increase, S&P has
projected additional delinquencies of 0.99% in its credit
analysis, with 71 basis points (bps) in the 90+ days bucket.

Arena 2007-I benefits from a fully funded, amortizing reserve
fund (0.50% of the transaction) and a liquidity facility.  It
also benefits from hedging arrangements, which guarantee a
minimum excess margin, based on the notes' performing balance.
The Royal Bank of Scotland (RBS) is the liquidity facility
provider, bank account provider, and swap counterparty.

                          COMMINGLING RISK

During S&P's review, it became aware of an error relating to its
assessment of commingling risk in its previous July 2011 review,
which S&P has corrected as part of this review.

The borrowers pay into the seller's account, with the principal
and interest collections from the mortgage loans being
transferred to the issuer's account monthly.  Under the
transaction documentation, if RBS -- as seller collection account
provider -- no longer has a long-term 'BBB+' rating (or 'BBB'
with a short-term rating of 'A-2'), the seller should ensure that
a third party with a required rating under our current
counterparty criteria, guarantees the amount paid into the
collection account or funds an account with the issuer covering
one month's of principal and interest collections.

In S&P's previous review, it gave full benefit to this mechanism
to mitigate the transaction's commingling risk.  However, S&P
believes that the transaction structure is still exposed to the
risk of seller insolvency, since payments from the borrowers are
paid into the seller's account and are only transferred to the
issuer's account monthly.  Therefore, S&P has reassessed
commingling risk in the transaction, and the impact of this is a
two-notch downgrade for the class Mezz B notes and a one-notch
downgrade for the class Mezz C and Mezz D notes.  The rating
actions on these classes of notes corrects S&P's previous error.

Arena 2007-I has deleveraged since closing, increasing the
available credit enhancement for all classes of notes.  However,
the pool's deterioration and the additional commingling risk
assumption applied have offset the deleveraging, in S&P's view.
Based on the results of S&P's cash flow analysis, it has lowered
and removed from CreditWatch negative its ratings on the class
Mezz C, Mezz D, and Jnr E notes.  S&P has also lowered and
removed from CreditWatch negative its rating on the class Mezz B
notes for performance reasons, but S&P has placed its rating on
this class of notes on CreditWatch negative for counterparty
reasons.  The class A-NHG and Snr A notes can achieve 'AAA (sf)'
ratings based on the results of S&P's credit and cash flow
analysis, but it has not affirmed its ratings, given the
counterparty risk associated with RBS.

                       COUNTERPARTY RISK

On Nov. 7, 2013, S&P lowered its long and short-term issuer
credit rating on RBS to 'A-/A-2' from 'A/A-1'.  Under S&P's
current counterparty criteria, RBS -- as account bank and
liquidity facility provider -- is not an eligible counterparty to
maintain the current ratings on the class A-NHG, Snr A, and Mezz
B notes.  S&P has therefore placed on CreditWatch negative its
'AAA (sf)' ratings on the class A-NHG and Snr A notes.  Although
S&P has lowered its rating on the class Mezz B notes for
performance reasons, it has placed it on CreditWatch negative for
counterparty reasons.

The effect of the downgrade of RBS may be remedied by its
replacement with a counterparty that has the minimum eligible
counterparty rating under the transaction documents.  If there
are no other mitigating factors, and replacement has not occurred
at all, S&P may lower the ratings on the class A-NHG, Snr A, and
Mezz B notes to the rating level of RBS' long-term ICR.

Arena 2007-I securitizes a pool of prime Dutch residential
mortgages that Amstelhuys N.V. (a wholly owned subsidiary of
Delta Lloyd N.V.) originated.

RATINGS LIST

Class                    Rating
             To                     From

Arena 2007-I B.V.
EUR1.015 Billion Mortgage-Backed Floating-Rate Notes And
Floating-Rate Subordinated Excess Spread Notes

Ratings Lowered And Removed From CreditWatch Negative

Mezz C        A- (sf)               AA- (sf)/Watch Neg
Mezz D        BB- (sf)              BBB- (sf)/Watch Neg
Jnr E         B (sf)                BB+ (sf)/Watch Neg

Rating Lowered And Kept On CreditWatch Negative[1]

Mezz B        AA- (sf)/Watch Neg    AA+ (sf)/Watch Neg

Ratings Placed On CreditWatch Negative

A-NHG         AAA (sf)/Watch Neg    AAA (sf)
Snr A         AAA (sf)/Watch Neg    AAA (sf)

[1] S&P has placed the rating on CreditWatch negative for
counterparty reasons, but it is no longer on CreditWatch negative
for performance reasons.


SOUND II BV: Fitch Affirms 'BBsf' Rating on Class B Notes
---------------------------------------------------------
Fitch Ratings has affirmed three tranches of Sound II B.V. a
Dutch RMBS transaction backed by the Nationale Hypotheek Garantie
(NHG). The mortgages in this transaction were originated by NIBC
Bank N.V. (NIBC, BBB-/Stable/F3) and its subsidiaries. The
primary servicers are Stater Nederland (Stater, RPS1-) and Quion
Groep B.V. (RPS2) and the special servicer is NIBC.

Key Rating Drivers:

Increasing Late Stage Arrears
The affirmation of Sound II reflects Fitch's view that
performance is in line with that of its peer transactions.
Similar to other Fitch-rated Dutch RMBS transactions, late-stage
arrears represent a large portion of total arrears due to low
activity in the residential market. As of the August to October
2013 collection period, loans in arrears by more than three
months as a percentage of the outstanding collateral balance were
up at 0.5% compared with 0.3% a year ago. This is in line with
Fitch's Dutch NHG three month plus arrears index at around 0.5%
as of end-3Q13.

No Excess Spread
Sound II, unlike other Fitch-rated Dutch RMBS transactions, does
not benefit from any excess spread embedded in the swap
agreement. The unrated class C notes act as the first loss piece
in this transaction and is therefore most vulnerable to increased
loan losses as house prices continue to fall. As of the December
2013 investor report, the issuer had reported EUR520,000 worth of
non-reversible write-off on the EUR5.6m notional balance of the
class C notes. The low level of losses observed, combined with
the sufficient credit enhancement (CE) available, has led to the
affirmations and the Stable Outlooks on the rated notes.

Rating Sensitivities:

Home price declines beyond Fitch's peak-to-trough expectations of
25% could have a negative effect on the junior notes' ratings as
this would limit recoveries and put additional stress on
portfolio cash flows.

The junior tranches in this transaction remain sensitive to the
NHG loans' compliance ratio and repurchase commitment from NIBC
and its subsidiaries due to their low level of CE.

The rating actions are as follows:

Sound II B.V.

Class A (XS0322223586): affirmed at 'AAAsf'; Outlook Stable
Class S (XS0740796288): affirmed at 'Asf'; Outlook Stable
Class B (XS0322223826): affirmed at 'BBsf'; Outlook Stable


* NETHERLANDS: Number of Corporate Bankruptcies Down in November
----------------------------------------------------------------
Statistics Netherlands reports that in November this year, 576
businesses and institutions (excluding one-man businesses) were
declared bankrupt, the lowest level so far in 2013.

The reduction by 168 relative to October was mainly due to the
number of day courts were in session, Statistics Netherlands
notes.  October had an extra session day, Statistics Netherlands
says.  Most businesses and institutions declared bankrupt in
November 2013 were active in the sector trade (158), Statistics
Netherlands discloses.

According to Statistics Netherlands, the bankruptcy rate over the
first eleven months of 2013 was high; 7,674 businesses and
institutions were declared bankrupt.  The number of bankruptcies
over the first eleven months is already higher than the total
over the entire year 2012, when 7,373 businesses and institutions
were declared bankrupt, Statistics Netherlands states.



=============
R O M A N I A
=============


DOMES DEJ: Declared Bankrupt
----------------------------
Ziarul Financiar reports that Domes Dej has been declared
bankrupt.

The company is controlled by businessman Stefan Vuza, Ziarul
Financiar discloses.

Domes Dej is a Romanian pulp and paper producer.



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


AK BARS: Moody's Raises Long-Term Deposit & Debt Ratings to B1
--------------------------------------------------------------
Moody's Investors Service has upgraded AK BARS Bank's long-term
local- and foreign-currency deposit and debt ratings to B1 from
B2. Concurrently, AK BARS Bank's standalone bank financial
strength rating (BFSR) was upgraded to E+, equivalent to a
baseline credit assessment (BCA) of b3, from E (formerly
equivalent to caa1). The bank's Not Prime short-term ratings were
affirmed. The outlook on the bank's BFSR and its long-term
ratings is stable.

Moody's rating action is primarily based on AK BARS Bank's
financial statements for H1 2013 prepared under IFRS reviewed by
the auditors.

Ratings Rationale:

The rating upgrade reflects AK BARS Bank's decrease in non-core
banking assets that, in turn, eased pressure on capitalization.

During H1 2013, AK BARS Bank more than halved its exposure to
investment properties (represented mainly by land plots in and
around Kazan, the capital of Tatarstan) to RUB12.3 billion (42%
of shareholder capital) as of July 1, 2013, from RUB26.5 billion
at year-end 2012 (95% of shareholder capital). This was driven by
AK BARS Bank's disposal of Closed Mutual Fund to a company
related to the Republic of Tatarstan. Moody's considers this
transaction to being positive for the bank's credit standing,
releasing pressure on capitalization.

Moody's also views positively the decrease in AK BARS Bank's
exposure to equities to RUB9.1 billion (31% of shareholder
capital) as of first half of 2013, from RUB18.2 billion (70% of
shareholder capital) as of year-end 2011. However, Moody's notes
that the bank's market risk appetite remains high, rendering the
bank's profitability volatile.

AK BARS Bank's ratings are still being constrained by still
moderate capitalization, volatile profitability with high share
of non-recurring revenues, market risk and related-party
exposures. At the same time, the bank's standalone credit
strength is underpinned by its strong commercial franchise in the
Republic of Tatarstan (Baa3 stable), and the bank's adequate
branch network coverage in the region.

AK BARS Bank's Tier 1 capital adequacy ratio (CAR) under Basel I
amounted to moderate 9.8% as of 1 July 2013, and total CAR was
14.7%, supported by US$600 million subordinated debt issuance in
July 2012.

Non-recurrent revenues totaling RUB5.7 billion (86% of bank's
operating revenues) largely supported AK BARS Bank's
profitability in H1 2013. These revenues included gains from the
aforementioned disposal of the closed mutual fund, the sale of
loans, and income from investment properties. In contrast, core
recurrent revenues (net interest income and fees and commissions)
were low, just covering operating expenses. Net interest margin
(NIM) improved slightly to 2.1% as of H1 2013 (albeit still below
the system average), from 1.5% at year-end 2011 supported by the
growing retail loan portfolio.

AK BARS Bank has historically reported large related-party
lending exposures. Moody's observes that related-party loans
provided to Tatarstan government bodies and state organizations
are generally of good quality and are credit-neutral for the
bank; however, the rating agency is more concerned about loans
granted to "other shareholders and related-parties", which are of
modest credit quality. Moody's notes the declining trend in the
volume of other related-party loans to RUB17.5 billion (59% of
shareholder capital) as of 1 July 2013, from RUB26.7 billion
(103% of shareholder capital) as of year-end 2011 according to
bank's IFRS.

Supported Ratings:

AK BARS Bank's B1 debt and deposit ratings incorporate Moody's
assessment of a moderate probability of parental support from the
government of the Republic of Tatarstan and its related
companies, resulting in a two-notch uplift from the bank's BCA of
b3. Moody's bases its support assumptions on AK BARS Bank's high
market share in Tatartstan (around 40%), its indirect (66.1%)
ownership by the regional government, and a track record of
support.

What Could Move the Ratings Up/Down:

According to Moody's, further disposal of AK BARS Bank's
investment properties and equities, and any reduction in related-
party exposure, coupled with an increase in capitalization and
improvement in core banking revenues would be credit-positive for
the ratings.

A material deterioration of AK BARS Bank's financial fundamentals
could lead to negative rating actions. Signs of weaker ties
between the bank and the local government would also be negative
for supported ratings.

Domiciled in Kazan, Russia, AK BARS Bank reported total unaudited
consolidated IFRS assets of RUB330 billion at mid-2013, and
shareholder equity of RUB29.4 billion. Net income amounted to
RUB1.7 billion for the first six months of 2013.


RUSSIAN INT'L: Moody's Assigns B3 Senior Unsecured Debt Rating
--------------------------------------------------------------
Moody's Investors Service has assigned a B3 long-term global
local-currency senior unsecured debt rating to Russian
International Bank. The assigned rating carries a stable outlook.
The rating is in line with the bank's B3 (stable outlook) global
local- and foreign-currency deposit ratings.

The B3 rating is assigned to the following debt instruments:

   -- RUB1.5 billion senior unsecured bond series BO-01 due in
      November 2016

Any subsequent senior debt issuance by Russian International Bank
will be rated at the same level subject to there being no
material change in the bank's overall credit rating.

Ratings Rationale:

The long-term global local currency senior unsecured debt rating
assigned by Moody's is in line with Russian International Bank's
global foreign- and local-currency deposit rating, which is, in
turn, at the same level as the bank's baseline credit assessment
(BCA) of b3. The rating does not incorporate any element of
systemic support, given the bank's limited franchise and its
relatively limited importance to the Russian banking system as a
whole.

According to Moody's, the rating is constrained by Russian
International Bank's limited franchise, which stems from its
boutique business model, leading to high concentrations on both
sides of the balance sheet and earnings vulnerability. The rating
is also constrained by significant exposures to non-transparent
second-tier companies (including those in the real estate
sector), whose performance is subject to 'key man' risk. At the
same time, the rating is supported by the bank's profitable
performance through the cycle and its history of maintaining a
stable funding base.

What Could Move the Ratings Up/Down:

Russian International Bank's ratings have limited upward
potential. However, a notable strengthening of the bank's
franchise and a sustainable reduction in concentrations on both
sides of the balance sheet could have positive implications for
Russian International Bank's ratings. Any asset quality or
liquidity impairment accompanied by loss of franchise is likely
to exert negative pressure on the ratings. However, Moody's does
not expect these conditions to materialize in the next 12 to 18
months.

Headquartered in Moscow, Russian International Bank reported
total assets of RUB31 billion (US$938 million) and net income of
RUB119 million (US$3.8 million) as at H1 2013, according to
unaudited IFRS.



===========
S E R B I A
===========


GALENIKA: Serbia May Offer 14% Stake to Banks & Suppliers
---------------------------------------------------------
SeeNews reports that the Serbian government is considering
offering 14% of Galenika to banks and suppliers to which the
troubled company owes around EUR200 million (US$275.5 million).

In November, the Serbian government, which owns a combined 85%
stake in Galenika, approved plans for the privatization of the
company, SeeNews relates.

According to SeeNews, news daily Blic, quoting an unnamed source
close to the government, reported that the government in Belgrade
is also considering keeping a 51% stake in Galenika while
offering 20% of its capital to investors.

In October, Blic reported that Galenika owes EUR59 million to
Unicredit Bank, EUR22.5 million to AIK Banka, EUR15 million to
Societe Generale Banka, EUR12.5 million to Komercijalna Banka and
EUR11.5 million to Erste Banka, SeeNews relays.

SeeNews notes that an attempt to find a strategic partner for
Galenika, which posted a loss of RSD5.6 billion (US$67.1
million/EUR48.7 million) in 2012 on operating revenues of RSD4.8
billion, failed earlier this year.

Galenika is a Serbian drug maker.



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


CORPORACION DE RESERVAS: Moody's Changes CFR Outlook to Stable
--------------------------------------------------------------
Moody's Investors Service has changed to stable from negative the
outlook on the Ba1 corporate family ratings (CFR) of Corporacion
de Reservas Estrategicas (CORES) and on the Ba1 CFR of
Administrador de Infraestructuras Ferroviarias (Adif).
Concurrently, Moody's has changed to stable from negative the
outlook on CORES's and Adif's Ba1-PD probability of default
ratings (PDR) and senior unsecured instrument ratings. At the
same time, Moody's has affirmed all ratings.

"The decision to affirm the ratings and to change to stable from
negative the outlook on the Ba1 ratings of both CORES and Adif
was prompted by Moody's recent affirmation of the Government of
Spain's Baa3 government bond rating and the change in the outlook
to stable from negative," says Carlos Winzer, a Senior Vice
President and lead analyst for CORES and Adif. "The rating action
reflects the linkage between the ratings of the sovereign and
these entities on the back of their role as government-related
issuers."

Ratings Rationale:

Rating affirmation and change of the outlook on CORES's and
Adif's Ba1 ratings to stable from negative reflects (1) the link
between the ratings of the sovereign and the two entities in
their role as government-related issuers (GRIs) and despite the
lack of explicit government guarantees; (2) their strategic
importance to Spain; and (3) the very strong government support
that is incorporated within their ratings.

The Ba1 ratings of CORES and Adif also consider the entities'
legal characteristics, including their bylaws and/or their
public-law status, as well as Moody's assumption that these
entities will remain key instruments for the Spanish government's
public sector management, its railroad infrastructure policy and
strategic oil reserves policy.

The ratings of CORES and Adif are currently one notch below the
Baa3 government bond rating of Spain, which partly reflects the
lack of explicit guarantees from the Spanish government, but also
the relative weakness of their underlying credit profiles
compared to the credit strength of the sovereign. Additionally,
despite the very high likelihood of support from the government
given the close links, Moody's one-notch differentiation between
both CORES and Adif's ratings and that of the sovereign rating
reflects that the likelihood of a timely support, is insufficient
to justify assigning either company the same rating as the
sovereign.

Moody's applies a credit-substitution approach for the rating of
both CORES and Adif that considers each companies' particular
funding and business models. Therefore, the rating agency does
not publish a granular analysis of typical GRI factors (i.e.,
covering support, dependence, a baseline credit assessment (BCA)
and the sovereign rating).

Moody's notes that CORES's liquidity risk profile has improved on
the back of (1) the company's EUR350 million bond issuance in
April 2013, which refinanced bonds maturing in July this year;
(2) the company's current cash position of EUR150 million as of
September 2013; and (3) the company's ability to divest non
strategic inventory reserves valued at some EUR802 million as of
31 August 2013 into the market, should it become necessary. These
combined factors allow CORES to substantially prefund most of its
cash needs through 2018.

Adif does not have any significant debt maturities over the next
12 months, but needs to continue to fund its investment program
through existing bank loans.

Rationale for the Stable Outlook:

Moody's decision to affirm the ratings of these entities and
change the outlook to stable follows Moody's recent decision to
affirm Spain's Baa3 government bond rating and to change the
outlook on the sovereign rating to stable from negative and
reflects the rating agency's view that there is a degree of
linkage between the ratings and corresponding outlook of the GRIs
and those of the Spanish government.

What Could Change the Ratings Up/Down:

In the absence of a change in the nature and standalone profile
of these entities, or in the perceived strength of the underlying
sovereign support, Moody's expects that the ratings of CORES and
Adif will be primarily driven by Spain's sovereign rating.

However, Moody's cautions that these entities do not benefit from
explicit guarantees from the Spanish government. Therefore, the
rating agency could further widen the gap between the ratings of
these GRIs versus that of the sovereign in response to any
indication of a change in (1) the government's willingness or
ability to intervene in a timely manner to support this GRI in
the event of need; and/or (2) its propensity to support or
encourage a more selective approach and thereby differentiate the
rank order of support needs among all potential calls on
government funding.

Downward pressure on the rating of CORES could also develop if
its liquidity profile deteriorates beyond Moody's expectations,
or if the company's headroom (as reflected in the ratio measuring
asset coverage of debt) weakens materially. Similarly, downward
pressure on the rating of Adif could develop if Moody's becomes
concerned about the company's liquidity risk profile.

List of Affected Ratings:

Outlook Actions:

Issuer: Administrador de Infraestruct. Ferroviarias

Outlook, Changed To Stable From Negative

Issuer: Corp. Reser. Estrategicas Prod. Petroliferos

Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Administrador de Infraestruct. Ferroviarias

Issuer Rating, Affirmed NP

Probability of Default Rating, Affirmed Ba1-PD

Corporate Family Rating, Affirmed Ba1

Issuer: Corp. Reser. Estrategicas Prod. Petroliferos

Probability of Default Rating, Affirmed Ba1-PD

Corporate Family Rating, Affirmed Ba1

Senior Unsecured Medium-Term Note Program, Affirmed (P)Ba1

Senior Unsecured Regular Bond/Debenture Apr 23, 2018, Affirmed
Ba1

Both CORES and Adif are headquartered in Madrid, Spain. CORES is
the organization responsible for managing the strategic oil
reserves and controlling compulsory reserves (petroleum products
and natural gas) in Spain. By law, all companies authorized to
distribute oil products in Spain -- both operators and
importers -- must be members of CORES and pay it monthly fees or
risk losing their license.

Adif benefits from a special legal status as an Entidad Publica
Empresarial, reflecting its 100% state ownership and critical
importance as a major part of the country's transport
infrastructure. Adif exhibits a strong business risk profile,
primarily derived from its natural monopoly position as the
national railway infrastructure manager. It is responsible for
(1) owning and managing Spain's railway infrastructure, including
tracks, stations and freight terminals on behalf of the
government; (2) managing rail traffic; (3) distributing capacity
to rail operators; and (4) collecting fees for infrastructure,
station and freight terminal use.


EMPARK APARCAMIENTOS: Moody's Assigns 'B2' CFR; Outlook Stable
--------------------------------------------------------------
Moody's Investors Service has assigned a first-time B2 corporate
family rating (CFR) and a probability of default rating (PDR) of
B1-PD to Empark Aparcamientos y Servicios S.A. (Empark), a car
parking operator in the Iberian Peninsula. Concurrently, Moody's
has assigned a provisional (P)B2 rating to the EUR385 million of
senior secured notes due 2019 to be issued by Empark Funding
S.A., a financing conduit of Empark. The outlook on the ratings
is stable.

Moody's issues provisional ratings in advance of the final sale
of securities and these ratings reflect Moody's preliminary
credit opinion regarding the transaction only. Upon a conclusive
review of the final documentation, Moody's will endeavor to
assign a definitive rating to the facilities. A definitive rating
may differ from a provisional rating.

Ratings Rationale:

Assignment of a B2 CFR to Empark primarily reflects (1) the
competitive nature of the car parking sector and the company's
limited scale; (2) renewal risk associated with maturing
concessions and contracts; (3) declining traffic volumes, which
reflect the weak macroeconomic environment in Spain and Portugal;
and (4) high financial leverage, with Moody's-adjusted
debt/EBITDA of around 8.3x.

More positively, however, the rating recognizes (1) the strategic
location of the company's assets and Empark's long track record
of operations, which mitigates competitive threats and demand
risk; (2) strict cost controls, which have enabled the company to
maintain a relatively stable recurring EBITDA despite contraction
in volumes; and (3) a significant share of long-term off-street
concessions, which at present account for some 78% of group
consolidated EBITDA and provide a degree of medium-term
visibility for Empark's future cash flow generation.

Empark is the largest private car parking operator in the Iberian
Peninsula and benefits from a long operational track record
dating back to the late 1960s. Empark's established track record
and significant number of managed parking spaces, contracts and
concessions are supportive of the company's business risk profile
in a market that is fragmented and highly competitive. In
addition, long-term off-street concessions give some visibility
to the company's future cash flow generation, given their
remaining weighted average concession life of 28 years, as
calculated by management.

The company's operations are, however, concentrated in Spain and
Portugal, where the economic environment is weak, thereby
negatively affecting demand for tolled car parking space. The
economic downturn in these countries has negatively affected
Empark's performance, as the company has seen customer volumes
fall as a result of austerity measures affecting economic
activity and consumption. Empark is also exposed to renewal risk
as contracts accounting for around a third of the company's
EBITDA will expire over the next seven years. Whilst Empark has a
fairly good track record in renewing and winning new contracts,
competition is strong and bidding for new contracts in the off-
street and on-street concessions usually requires upfront capital
employment.

The company's Moody's-adjusted leverage pro forma for the
transaction is high, expected at 8.3x at the end of 2013. Whilst
Empark's maintenance capex obligations are fairly small at
EUR2.5 million, the company has yet to finalize its investments
in some of its car parking facilities in 2014-15, which will
reduce its ability to deleverage in the short term.

Moody's considers Empark's liquidity to be adequate. This
assessment reflects the rating agency's assumption that Empark
will complete the disposal of its Sevilla car park facility and
use the proceeds to pay down the initial drawing of EUR22.5
million under the company's super senior revolving credit
facility (RCF) of EUR30 million.

The senior secured notes will be guaranteed on a senior secured
basis by a number of subsidiaries that account for around 80% of
group consolidated adjusted EBITDA and 96% of assets. The super
senior RCF will be guaranteed by the same subsidiaries and share
the same collateral package but will rank ahead in an enforcement
scenario. The senior secured notes are rated (P)B2, as the same
level as the CFR, due to the relatively small super senior RCF
ranking ahead.

Rationale for Stable Outlook:

The stable rating outlook reflects Moody's expectation that
Empark will reduce its Moody's-adjusted net debt/EBITDA to below
8x and maintain an adequate liquidity position.

What Could Change the Rating Up/Down:

Upward rating pressure could materialize if (1) Empark improves
its operational and financial performance such that the company's
net debt/EBITDA ratio decreases below 6.5x on a Moody's-adjusted
basis; and (2) it successfully maintains a strong and diversified
portfolio of contracts.

Conversely, negative rating pressure could develop if the
conditions for the stable outlook are not met.

Empark Aparcamientos y Servicios S.A. is the largest car parking
operator in the Iberian Peninsula. The company's geographic focus
is on Spain and Portugal, although it also has some minor
operations in Andorra, the UK and Turkey.


IM CITI TARJETAS: DBRS Confirms 'C' Rating on Class B Notes
-----------------------------------------------------------
DBRS Ratings Limited has reviewed IM Citi Tarjetas 1 and confirms
the rating to:

-- Class A Notes at 'A' (sf);
-- Class B Notes at C (sf).

IM Citi Tarjetas 1 is a securitization of a portfolio of Spanish
credit card receivables funded by the issuance of Class A Notes
and Class B Notes.  The receivables were originated and are
serviced by Citibank Espana (the "Originator" or "Servicer").

Confirmation of the ratings for the Notes is based upon the
following analytical considerations:

-- The low level of delinquencies as of the 22 November 2013
    reporting date.

-- Levels of Cash Yield, Monthly Payment Rate (MPR) and Charge-
    Off Rate are within DBRS initial expectations.

-- No early-amortization event has occurred.

-- Current available credit enhancement to Class A Notes and
    Class B Notes to cover the expected losses at the A(sf)
    and C (sf) rating level, respectively.

As of the recent reporting date, delinquencies greater than 90
days were 1.63%. 30-60 and 61-90 days arrears ratios have been
stable over the last year and averaged 1.40% and 0.82%,
respectively.

Credit enhancement for the Class A Notes is provided by
subordination of Class B Notes and excess spread. Current credit
enhancement for Class A Notes and Class B Notes, as a percentage
of the current performing balance, is 16% and 0%, respectively.
A Dilution Reserve of EUR10.62 million protects the Issuer
against payment dilutions, such as merchandise disputes, servicer
rebates and transactional fraud.  A Liquidity Reserve of EUR8.82
million provides liquidity support in case of Servicer insolvency
and/or potential disruption in servicing activities.  Both
Reserve funds were set up at closing.

Citibank Espana is the Treasury Account Bank for the transaction.
DBRS rating of Citibank Espana is above the Minimum Institution
Rating given the highest rating assigned to the senior-most
trance rated, as described in the DBRS Legal Criteria for
European Structured Finance Transactions.


NH HOTELES: S&P Assigns 'B-' Corp. Credit Rating; Outlook Stable
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it had assigned its
'B-' long-term corporate credit rating to Spain-based European
urban hotel operator NH Hoteles S.A. (NH).  The outlook is
stable.

At the same time, S&P assigned its 'B' issue rating to the
EUR250 million senior secured bonds, due 2019.  The recovery
rating on the bonds is '2', indicating S&P's expectation of
"substantial" (70%-90%) recovery prospects in the event of a
default.

The ratings on NH reflect S&P's assessment of the company's
business risk profile as "weak" and financial risk profile as
"highly leveraged".

The final terms of the completed refinancing were broadly in line
with S&P's expectations when it assigned its preliminary 'B-'
corporate credit rating to NH on Oct. 28, 2013.

S&P's assessment of NH's business risk reflects its view of the
company's business model, which is centered around the operation
of owned and leased hotels (22% of total rooms under management).
In S&P's opinion, this concentration likely contributes to a high
and relatively inflexible fixed-cost base.

S&P's assessment of NH's financial risk profile reflects its
projections for the company's credit metrics.  A large share
(about 75%) of the company's adjusted debt can be attributed to
our operating lease adjustment, but even on an unadjusted basis,
S&P views the level of projected financial debt to EBITDA as very
high compared with NH's cash flow generation.

NH operates in Europe -- mainly in Spain, Italy, Benelux (the
economic union between Belgium, the Netherlands, and Luxembourg),
and Germany -- and is the fifth-largest hotel operator in Europe
by numbers of rooms (about 59,000).  NH also has a small exposure
to Latin America. NH mainly runs midscale hotels in urban areas.

The stable outlook reflects S&P's view that NH will contain its
leverage so as to keep senior adjusted interest coverage at 1.0x-
1.5x, preserve sufficient liquidity for its operating needs, and
maintain adequate headroom under its covenants.

In particular, S&P anticipates that NH's profitability on a
recurring basis will improve in 2013, thanks to better economic
conditions, with some further growth in 2014 and 2015 as the
company implements its stated strategy.

S&P could take a positive rating action if NH's profitability in
2014 and 2015 improves at a faster rate than S&P assumes in its
base-case scenario, leading to EBITDA interest coverage that is
comfortably and consistently above 2.0x.  In addition, a positive
rating action would depend on the company's sustaining a
resilient operating performance, steadily increasing its profit
(despite a small decline in size), and maintaining its current
financial policy and "adequate" liquidity.  That said, S&P do not
assume such a development in its base case for the coming 12
months.

Rating downside could arise if adverse operating developments, a
subsequent decline in profitability, or shortfalls in the
company's asset disposal plan cause NH's credit metrics to
deteriorate beyond S&P's expectations.  In addition, the rating
could come under pressure if NH's headroom under its covenants
were to deteriorate from the current levels or if NH's adjusted
EBITDA interest coverage declines to less than 1.0x.  That said,
S&P do not foresee such a scenario evolving in the next 12
months.



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


CREDIT SUISSE: Fitch Rates USD Tier 1 Capital Notes 'BB+'
---------------------------------------------------------
Fitch Ratings has assigned Credit Suisse Group AG's
(A/Stable/F1/a) USD2.25bn 7.5% Tier 1 capital notes a 'BB+' final
rating.

The rating is in line with the expected rating assigned on
Dec. 2 2013.

Key Rating Drivers:

The notes are issued by Credit Suisse Group, the holding company
and are perpetual Tier 1 instruments with a first call option
after 10 years, which is subject to regulatory approval. Coupon
payment is fully discretionary, and will be prohibited if the
bank has insufficient distributable profits, if it would result
in a breach of regulatory capital requirements or if the
regulator prohibits the bank from making payments.

The notes are subject to full and permanent write-down if the
bank has been declared non-viable by the regulator or if it has
received state aid to avoid a default. The notes will also be
fully and permanently written down if the sum of Credit Suisse
Group AG's consolidated Basel III common equity Tier 1 capital
(CET1) ratio and the ratio of its "higher-trigger" contingent
capital instrument (contingent capital instruments with a 7% CET1
ratio trigger) to risk-weighted assets falls below 5.125%. The
notes are structured to qualify as additional Tier 1 instruments
under Basel III and as progressive component capital (low-trigger
contingent capital instruments) under Switzerland's capital
requirement framework for the country's largest banks.

The notes are rated five notches below Credit Suisse Group AG's
Viability Rating (VR) in accordance with Fitch's criteria for
"Assessing and Rating Bank Subordinated and Hybrid Securities"
(dated 5 December 2012). The notching reflects the notes' loss
severity and incremental non-performance risk.

Fitch has applied two notches for loss severity given the notes'
full and permanent write-down feature. In addition, Fitch has
applied three notches for incremental non-performance risk to
reflect the instruments' fully discretionary coupon payment,
which Fitch considers the most easily activated form of loss
absorption.

Fitch has assigned 50% equity credit to the notes to reflect
their perpetual nature, their level of subordination and the
fully-discretionary coupon payment.

Rating Sensitivities:

The notes' rating is sensitive to any change in Credit Suisse
Group's VR, which itself is currently at the same level as Credit
Suisse AG's VR and IDR, in line with Fitch's 'Rating FI
Subsidiaries and Holding Companies' criteria (August 10, 2012).
In November 2013, Credit Suisse Group announced a reorganization
which, among other things, will result in increased debt issuance
by the holding company. The announcement had no immediate rating
impact, but over time increased issuance by the holding company
of debt with contractual bail-in language might affect the
relative position of creditors of the various group entities.

The notes' rating is also sensitive to any change in notching
that could arise if Fitch changes its assessment of the
probability of the notes' non-performance risk relative to the
risk captured in Credit Suisse Group AG's VR. This could reflect
a change in capital management or flexibility or an unexpected
shift in regulatory buffers, for example.


SR TECHNICS: S&P Withdraws Preliminary 'B+' Corp. Credit Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services withdrew its 'B+' preliminary
long-term corporate credit rating on Switzerland-based aircraft
maintenance, repair, and overhaul service provider SR Technics
Holdco I Gmbh (SR Technics).  The outlook was stable at the time
of the withdrawal.

At the same time, S&P withdrew its preliminary issue and recovery
ratings on SR Technics' proposed senior secured revolving credit
facility (RCF) and proposed term loan B.

The withdrawal reflects S&P's understanding that SR Technics is
no longer pursuing the proposed refinancing that it initiated in
September 2013.  The refinancing comprised a Swiss franc 50
million senior secured RCF and $370 million term loan B.



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


BRADFORD BULLS: Asks Players to Take 10% Wage Cut
-------------------------------------------------
Daily Star reports that Bradford Bulls have asked their players
to take a 10 per cent wage cut to stop the Super League club from
going into administration again.

However, the report notes that the squad has refused to accept
the proposal -- to plunge the struggling outfit into a fresh
crisis.

The Bulls are battling huge debts and bosses admitted last week
the club needs to save GBP400,000 to save the club from going
under, according to Daily Star.

Chairman Mark Moore, who took over the stricken outfit earlier
this year, wants Francis Cummins's squad to ride to the rescue,
the report notes.

The report discloses that Mr. Moore began the consultation
process with several administration staff over their jobs this
week and is also appealing to volunteers to step forward and
assist the club.

But unless the players agree to take a drop in wages the Bulls
could be forced back into administration and even liquidation,
the report says.

Super League players' association 'League 13' has raised concerns
about the new crisis and is planning talks between its members
and club bosses, the report discloses.


CO-OPERATIVE BANK: Lord Myners to Chair Corp. Governance Review
---------------------------------------------------------------
James Quinn at The Telegraph reports that Lord Myners, the former
City minister and one time chairman of Marks & Spencer, is to
join the board of the Co-operative Group as it seeks to overhaul
its tarnished reputation.

The former fund manager turned City grandee has been appointed
senior independent director of the group board, and will chair a
review of the mutual's corporate governance practices, The
Telegraph relates.

According to The Telegraph, the appointment starts with immediate
effect, and follows a year of turmoil at the Manchester-based
mutual which has seen a GBP1.5 billion black hole emerge in its
banking arm and former group deputy chairman Rev. Paul Flowers
arrested for alleged Class A drug use.

Co-op, The Telegraph says, has been coming under increasing
pressure in recent months after it was revealed that the scandal-
hit Co-op Bank o-op Bank ignored repeated warnings about its
precarious capital position.

Lord Myners' corporate governance review is one of a number of
reviews looking into how the Co-op ended up in the situation it
has, The Telegraph notes.

                      About Co-operative Bank

Co-op Bank -- part of the mutually owned food-to-funerals
conglomerate Co-operative Group -- traces its history back to
1872.  The bank gained prominence for specializing in ethical
investment.  It refuses to lend to companies that test their
products on animals, and its headquarters in Manchester is
powered by rapeseed oil grown on Co-operative Group farms.

Founded in 1863, the Co-op Group has more than six million
members, employs more than 100,000 people, and has turnover of
more than GBP13 billion.

                           *     *     *

The Troubled Company Reporter-Europe on Nov. 14 and 18, 2013 has
reported that Moody's Investors Service has affirmed The
Co-operative Bank's Caa1 senior unsecured debt and deposit
ratings, and changed the outlook on the rating to negative from
developing, and Fitch Ratings has downgraded the company's Issuer
Default Rating to 'B' from 'BB-' and placed it on Rating Watch
Negative.


DECO 12 - UK 4: S&P Lowers Rating on Class C Notes to 'CCC-'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'B (sf)' from 'BB
(sf)' and to 'CCC- (sf)' from 'CCC (sf)' its credit ratings on
DECO 12 - UK 4 PLC's class B and C notes, respectively.  At the
same time, S&P has affirmed its 'D (sf)' ratings on the class D,
E, and F notes.

The rating actions follow an interest shortfall on the October
2013 interest payment date (IPD) and S&P's credit and cash flow
analysis of the transaction.

On the October 2013 IPD, for the first time, the class C notes
experienced an interest shortfall.  No interest was paid to the
class D, E, and F notes in the previous quarter.  During that
quarter, the Borehamwood loan, which is in special servicing, did
not make its full interest payment.  The cash manager was not
able to draw on the liquidity facility for the full amount of the
shortfall, due to an appraisal reduction on the loan that reduces
the available amount.

The payment of ordinary but nonrecurring fees due to third
parties contributed to the interest shortfall, in our opinion.

S&P's ratings on DECO 12 - UK 4's notes address the timely
payment of interest quarterly in arrears, and the payment of
principal no later than the legal final maturity date in January
2020.

In light of the interest shortfall on the class C notes, S&P
considers that the class B notes has become more vulnerable to
cash flow disruptions.  S&P has therefore lowered to 'B (sf)'
from 'BB (sf)' its rating on the class B notes.

S&P has lowered to 'CCC- (sf)' from 'CCC (sf)' its rating on the
class C notes because it believes that the potential for
sustained interest shortfalls has increased.  S&P has not lowered
its rating on the class C notes to 'D (sf)', because it believes
that the existing shortfall would likely be repaid in the short
term if the remaining four properties securing the Borehamwood
were sold.

S&P has affirmed its 'D (sf)' ratings on the class D, E, and F
notes as no interest is being paid on these notes and non-
accruing interest (NAI) amounts were already applied to these
classes of notes.

DECO 12 - UK 4 is a U.K. commercial mortgage-backed securities
(CMBS) transaction that closed in 2007.

RATINGS LIST

Class              Rating
            To                From

DECO 12 - UK 4 PLC
GBP672.884 Million Commercial Mortgage-Backed Floating-Rate Notes

Ratings Lowered

B           B (sf)            BB (sf)
C           CCC- (sf)         CCC (sf)

Ratings Affirmed

D           D (sf)
E           D (sf)
F           D (sf)


GLOBAL MEDIA: Placed Into Provisional Liquidation
-------------------------------------------------
Global Media Corporation Ltd was put into provisional liquidation
on public interest grounds on Dec. 11, 2013, by the High Court in
Manchester.

The order follows an investigation by the Insolvency Service and
a petition by the Secretary of State for Business, Innovation and
Skills. The Official Receiver has been appointed as provisional
liquidator.

The company's telesales staff cold called potential customers and
stated Global Media Corporation Ltd was affiliated with the
police and offered advertising space in diaries and magazines
promoting the work of the police, fire and ambulance services.
Customers paid for advertisements in diaries and magazines that
Global Media Corporation Ltd has allegedly failed to produce or
distribute.

The role of the provisional liquidator is to protect assets in
the possession of or under the control, of the company pending
the determination of the petition. The provisional liquidator
also has the power to investigate the affairs of the company
insofar as it is necessary to protect the assets including any
third party or trust money or assets in the possession of or
under the control of the company.

The case is now subject to High Court action and no further
information will be made available until the petition is heard in
the High Court on Jan. 9, 2014.

Liverpool-based Global Media Corporation Ltd offered advertising
space in diaries and magazines promoting the work of the
emergency services including the police, fire and ambulance
services.


GLOBAL SHIP: Moody's Assigns B3 CFR; Outlook Stable
---------------------------------------------------
Moody's Investors Service has assigned a B3 corporate family
rating (CFR) and a B3-PD probability of default rating (PDR) to
Global Ship Lease, Inc. Concurrently, the rating agency has
assigned a provisional (P)B3 senior secured rating (with a loss-
given default (LDG) assessment of LGD4 -- 56%) to GSL's proposed
issuance of US$400 million worth of senior secured first mortgage
notes due in 2021. The outlook on the ratings is stable. This is
the first time Moody's has assigned ratings to GSL.

Moody's issues provisional ratings in advance of the final sale
of securities, and these ratings represent only Moody's
preliminary opinion on the transaction. Upon a conclusive review
of the transaction and associated documentation, Moody's will
endeavor to assign a definitive rating to the securities. A
definitive rating may differ from a provisional rating.

"The assigned B3 rating balances GSL's high customer
concentration, limited size, the re-chartering risk associated
with its long-term contracts and the expectation that financial
leverage will increase over time, with the company's very stable
stream of revenues, operating efficiency and strong asset base,"
says Paolo Leschiutta, a Moody's Vice President - Senior Credit
Officer and lead analyst for GSL.

Ratings Rationale:

The B3 CFR assigned to GSL primarily reflects (1) the company's
high customer concentration as a result of a business model that
is based on chartering out its entire fleet of 17 vessels to CMA
CGM S.A. (B2 stable), the company's fleet manager and main
shareholder with 45 % of its equity; (2) the re-chartering risk
embedded in GSL's current long-term charter contracts -- which
will begin to expire in 2016, excluding two that will expire in
2014 -- given that the rates in its existing contracts are at a
substantial premium compared with the current market rate; and
(3) GSL's limited size and leveraged capital structure, with
Moody's expecting the company's debt/EBITDA ratio on an adjusted
basis to be in the region of 5.0x-5.5.x for the next three years
and possibly trends towards 6x beyond 2016 depending on charters
level in the market at times of renewal and the actual charter
rate of any new ship that might be acquired. Following the
expiration of GSL's current contracts, its financial leverage is
expected to increase as lower rates will result in lower
profitability for the company.

However, more positively, the CFR also reflects (1) GSL's very
stable stream of revenues, given that its entire fleet is
chartered out under long-term contracts, with an average
remaining charter term of 7.6 years; (2) the company's operating
efficiency, characterized by a fairly prudent cost structure and
positive free cash flow generation; and (3) its strong asset
base, with the fleet being wholly owned by the company (as
adjusted by the embedded value of the above-market charter
rates).

The US$400 million proposed bond will be issued by Global Ship
Lease, Inc. (the holding company of the group) and guaranteed
fully and unconditionally, jointly and severally by all 17
subsidiaries that own the vessels. The bond will be secured on a
first priority basis on the 17 vessels. The notes will be
subordinated to a new US$50 million revolving credit facility the
company is expected to sign soon after the bond issue, which will
benefit from a priority in the right of payment. In its CFR and
notching assessment, Moody's has assigned equity value to
approximately US$45 million of preferred shares within the group.

The rating on the notes, in line with the CFR, reflects the fact
that the notes will constitute the majority of the capital
structure. The proceeds of the issuance and of the new revolver
will be used to repay all existing bank debt of the group
(approximately US$384 million) and for investing in second-hand
vessels, the values of which are near all-time lows.

The current CFR assumes a successful issuance of the notes and
the refinancing of the existing bank debt. To this extent Moody's
notes that the company currently benefits from a waiver on its
loan to value financial covenant test embedded in the current
bank debt financing. The waiver, however, will expire in December
2014. Finally, despite the fact that 16 out of 17 subsidiaries
owning GSL's vessels are incorporated in Cyprus (Caa3 negative)
and 11 of the vessels are under Cypriot flag, Moody's views GSL
exposure to Cyprus as limited taking into account the funds flow
within the group and its operating structure.

Rationale for Stable Outlook:

The stable outlook on GSL's ratings reflects Moody's expectation
that the company will maintain its position as a pure ship owner
and, over time, manage a degree of deterioration expected in its
credit metrics. The outlook also reflects that GSL's current
contractual arrangements with CMA will remain unchanged.

What Could Change the Rating Up/Down:

Positive pressure could be exerted on the ratings or outlook in
case of improving market rates that would help GSL in its re-
chartering activity supporting credit metrics with debt to EBITDA
not to exceed 5X beyond 2016 on a sustainable basis.

Conversely, negative pressure on the ratings or the outlook could
develop if the company's FFO + interest/interest ratio is
sustained below 1.5x and debt/EBITDA ratio exceed significantly
6.0x for a prolonged period of time. Immediate downward pressure
on the ratings could also result if GSL experiences constrained
liquidity and difficulties in terms of the re-chartering of
vessels when contracts expire. Finally, a significant contraction
in CMA credit quality might also result in a deterioration of
GSL's ratings.

The ratings assigned by Moody's are as follows:

   -- CFR of B3

   -- PDR of B3-PD

   -- Provisional senior secured rating on the proposed $400
million notes issuance of (P)B3, LGD4 - 56%

Global Ship Lease, Inc. is a Republic of the Marshall Islands
corporation, with administrative offices in London. The company,
via its subsidiaries, owns a fleet of 17 container vessels with a
combined capacity of 66,349 twenty-foot equivalent units (TEU),
characterized by a TEU-weighted average age of 9.6 years. GSL
operates in the shipping container market as a pure lessor and
its entire fleet is chartered out to CMA CGM S.A. GSL collected
revenues of US$143 million on a last twelve month basis to
September 2013.


HEARTS OF MIDLOTHIAN: Locke Has No Need to Sell Stars In January
----------------------------------------------------------------
EveningTimes reports that Hearts of Midlothian Football Club boss
Gary Locke has been told by administrators BDO that he does not
have to sell any players in January.

The report says there were fears the Tynecastle outfit would be
looking to move on some of their sellable assets to ease their
financial woes.

But with administrator Bryan Jackson admitting they have enough
money to last until March, the insolvency practitioners are under
no immediate pressure to accept bids when the transfer window
opens in just under three weeks, according to EveningTimes.

EveningTimes relates that Mr. Jackson has privately told Mr.
Locke he has no intention of dismantling an already threadbare
squad that is made up of only 14 recognised outfield first-team
players.

The report notes that BDO rebuffed Nottingham Forest's offer for
Jason Holt during the summer, while Swansea were said to have
submitted a failed bid for teenager Adam King.

Ryan Stevenson was also recently linked with a move to China,
EveningTimes adds.

                     About Hearts of Midlothian

Hearts of Midlothian Football Club, more commonly known as
Hearts, is a Scottish professional football club based in Gorgie,
in the west of Edinburgh.

Hearts went into administration after the Scottish FA opened
disciplinary proceedings against the club.  BDO was appointed
administrators on June 19.


HUDDERSFIELD'S VARSITY: Closes as Parent Goes Into Administration
-----------------------------------------------------------------
The Huddersfield Daily Examiner reports that Huddersfield's
Varsity, the pub on Zetland Street is part of the Bramwell Pub
Company, which went into administration at the end of October.

The pub on Zetland Street is part of the Bramwell Pub Company
which went into administration at the end of October, according
to Huddersfield Daily Examiner.  The report relates the national
firm, formerly called Barracuda, had 185 sites across the UK
employing 3,300 people under a variety of brands.

The report notes that after the firm went into administration 78
pubs in the business were sold to the Stonegate Pub Company.  The
report says that a number of other sites were disposed of.

That left Huddersfield amongst 67 pubs and bars to be sold off by
Christie and Co, the report says.

Huddersfield Daily Examiner discloses that in a document produced
by Christie and Co on November 20 it says that the Huddersfield
bar turned over GBP815,678 in 2011, GBP630,965 in 2012 and
GBP468,129 so far in 2013.

It also lists other pubs in areas on the list including the
Aviator in Yeadon, the Maypole in Ossett and the Salvation in
Halifax, the report adds.


IDEAL BUILDERS: Two Directors Have been Disqualified
----------------------------------------------------
Place North West reports that two directors of Ideal Builders
Liverpool, which went into liquidation in October 2011 owing
GBP98,529 to creditors, have been disqualified for a total of 12
years for failing to keep adequate accounts.

The disqualification, which starts on Dec. 25, 2013, follows an
investigation by the Insolvency Service, according to Place North
West.

The report relates that investigators found that James Thomas
McStein acted as a director of Ideal although the only formally
appointed director was his wife Susan Eleanor McStein.

The report relays that Mr. and Mrs. McStein each gave
undertakings to the Secretary of State for Business, Innovation &
Skills that they would not act as directors, manage, or in any
way control a company for six years until Dec. 24, 2019.

In giving the undertakings, Mr. and Mrs McStein did not dispute
that they failed to ensure that Ideal either maintained,
preserved or, alternatively, delivered up to the company's
liquidator adequate accounting records, which meant it was
impossible to verify, among other things, the total income of the
company, the report says.

The report discloses that some customers had also been instructed
to make payments into the personal accounts of Mr. and Mrs.
McStein, and investigators found that at least GBP59,934 of these
payments had not been entered into Ideal's records.

This meant it was not possible to identify all Ideal's customers,
or to know whether there were other payments which did not make
it into the company's accounts, the report relays.

"Directors have a duty to ensure that their company maintains
proper accounting records as required by law. . . . Mr. and Mrs.
McStein did not hide the fact that they sometimes used personal
accounts to conduct Ideal's business, but no sales invoices, or
comparable documents, were handed over . . . . This meant that it
was not possible to identify all Ideal's customers, or to know
whether there were other payments which did not make it into the
company's account . . . . These disqualifications should serve as
a reminder to directors that in such circumstances, the
Insolvency Service will investigate and remove such operators
from the market place for a considerable period of time," the
report quoted Robert Clarke, head of insolvent investigations
North at the Insolvency Service.

Ideal was incorporated on May 18, 2009, company number 06908868.
The company's registered office was situated at Clock House
Tower, Trueman Street, Liverpool L3 2BA.  Ideal was placed into
Creditors Voluntary Liquidation ("CVL") on Oct. 12, 2011, with no
assets, and liabilities to creditors totaling GBP98,529.  Mr
McStein was previously a formally appointed director of Haven
Builders (Merseyside) Ltd (company number 05154272), which was
placed into CVL on Dec. 13, 2005, and of Haven Builders Ltd
(company number 05542603), which was placed into CVL on April 24,
2009.


LIVERPOOL POST: To Shut Down on Dec. 19 After Declining Sales
-------------------------------------------------------------
Andrew Bounds at The Financial Times reports that 158-year-old
Liverpool Daily Post newspaper is being closed by its owner
Trinity Mirror in the latest sign of the pressures facing
traditional media in a digital era.

The Echo, the tabloid sister publication, will continue with
journalists focusing exclusively on it and no editorial jobs
being lost, the FT says.

The Daily Post, a morning newspaper aimed at the business
community, was relaunched in January 2012 as a 100-page weekly
paper with a cover price of GBP1, the FT relates.

However, in the second half of last year, sales dropped to 5,727,
compared with 8,685 at its launch, down from more than 20,000 as
recently as 2005, the FT says.  It will close on Dec. 19, the FT
discloses.

The Post had invested in a daily downloadable e-edition but that
will also shut, the FT relays.


LUIS MICHAEL: Two Directors Banned as Directors For Six Years
-------------------------------------------------------------
Ex-footballers Paul Sugrue, once of Manchester City, and former
Wales International Mark Aizlewood have both been disqualified as
company directors for six years each for failing to comply with
requirements relating to the funding of sports apprenticeships,
within their training company, Luis Michael Training Limited
(LMT).

The disqualifications follow an investigation by the Insolvency
Service. Two co-directors Keith Williams and Christopher Martin
have also been disqualified for 6 1/2 and 8 years respectively.

The four directors have given undertakings to the Secretary of
State for Business, Innovation & Skills, not to be involved in
the management of a limited company for the duration of their
bans, which are:

   * Paul Anthony Sugrue - six years from Sept. 2, 2013;
   * Mark Aizlewood - six years from Sept. 9 2013;
   * Keith Anthony Williams - 6 1/2 yers from Nov. 19, 2013;
   * Christopher Paul Martin - 8 years from Nov. 29, 2013.

LMT was incorporated in 2009 as a subcontractor providing
training, assessment and quality assurance of sport
qualifications on behalf of colleges throughout England. The
Skills Funding Agency (formerly the Learning and Skills Council)
funded the training by paying colleges which, in turn made
payments to LMT.

The investigation found that in late 2010, one of the colleges
cancelled its contract with LMT citing anomalies with funding. An
audit by the college"s external auditors identified ineligible
claims made by LMT.

This audit, plus telephone audits undertaken by colleges to whom
LMT provided services, found amongst other things that LMT had

   -- Submitted ineligible claims for Welsh leaners, who have
      their own funding body

   -- Failed to ensure that all learners were in employment

   -- Submitted claims for learners who did not participate
      in or had withdrawn from the programme

   -- Submitted claims for learners who had undertaken prior
      learning or who were otherwise undertaking additional
      learning

   -- Submitted claims for learners outside of the stipulated
      geographical area specified in contracts

In light of these problems, the Skills Funding Agency required
the college to repay funding and the college subsequently sought
to reclaim the funds paid to LMT. As LMT was not able to repay
the amount, a winding up petition for GBP2,573,994 was presented
by the college and the company was wound up by the court on
Sept. 26, 2011.

The investigation established that the four directors had failed
to ensure that the company complied with funding guidance and
failed to ensure that adequate documentation has been maintained
and/or supplied to colleges to support the funding claims they
made, placing the company at risk of being held liable to repay
funding totalling at least GBP3,442,809.

Commenting on the case, Ken Beasley, Official Receiver of Public
Interest Unit (Manchester), of the Insolvency Service, said:

"This company received millions of pounds in government funding
but failed to provide sufficient evidence to support claims for
funding or to demonstrate that the company had complied with
funding guidance which was readily available to them.

"The various failures of the four directors constitute behaviour
that falls far below that expected of responsible directors of a
limited company.

"The Insolvency Service has strong enforcement powers and will
not hesitate to use them to remove directors who have failed to
honour their obligations from the business environment."

Luis Michael Training Limited was wound up on Sept. 26, 2011,
following the presentation of a petition by a college who
subcontracted the company to provide services. The estimated
deficiency of the company is at least GBP3,842,239.


UNIQUE PUB: Fitch Affirms 'B' Rating on GBP190MM Class N Bonds
--------------------------------------------------------------
Fitch Ratings has affirmed Unique Pub Finance plc's (Unique)
Class A, M and N notes at 'BB', 'B+' and 'B' respectively. The
Outlook is Negative.

Unique Pub Finance plc is a tap closed in 2005 of an existing
securitization of a portfolio of leased pubs located in the UK,
issued by Unique Pub Finance plc.

Key Rating Drivers:

Unique continues to face significant industry headwinds as a
tenanted operator in the UK pub industry, with additional
downward pressure from the gradually recovering UK economy and
squeezed consumer spending (UK average weekly earnings down by 7%
in real terms since 2008). Over the year, performance has
continued to worsen and as a result, the free cash flow (FCF)
debt service coverage ratio (DSCR) and leverage metrics have
deteriorated and are now broadly back where they were around two
years ago. The current metrics are still viewed as sufficient to
support the ratings; however, any further deterioration in
coverage and leverage may result in negative rating action,
particularly for the junior class M and N notes. The Negative
Outlook reflects the worsening coverage and leverage metrics in
addition to potential performance volatility.

For the financial year to September 2013 LFL net income for the
Group (Enterprise Inns plc (ETI) - good proxy for Unique) was
down 2.9% (vs. -1.2% in FY12), while total EBITDA within the
securitized group declined 7%, and 2.1% on a per pub basis which
represented a 2% negative variance to Fitch's base case. At Group
level net bank debt was reduced to GBP41 million from GBP310
million which is a credit positive for Unique as it removes the
pressure to sell better-performing assets from the securitized
group to reduce debt at the Group level (a strategy it has
previously used). It also means that management is now able to
focus more on investment in the estate with Unique operating cash
flow expected to be sufficient to cover securitized group debt
service over the short-term.

During FY14, management are targeting disposal proceeds from
Unique of around GBP20 million (67 pubs based on 2013 average
disposal price of around GBP300k each), the proceeds of which
they expect to spend on capex. However, while these amounts can
be productively spent on improving the quality of individual
pubs, as a fully tenanted operator ETI has limited influence over
the running of the pub, which is restricted to advising tenants.
As a result the estate remains primarily wet-led (food sales
representing 25% of total sales, in contrast to 40-50% for other
managed pubs operators) and is slow to react to the growing pub
eating-out market. In addition, many tenants are constrained by a
lack of critical investment capital as they struggle to cover
operating costs. They also do not benefit from economies of scale
in relation to hedging utility costs, for example, and cannot
develop brands as managed operators are able to do, all of which
put them at a disadvantage. The weaker performance is therefore
expected to continue. However, Fitch sees potential for
improvement if the weakest pubs are sold and Unique invests in
the estate as planned.

During FY13 the reduction in securitized group EBITDA (-7%) was
proportionately greater than the reduction in debt (around GBP20
million of A4 notes purchased and repaid, resulting in
securitized group gross debt of GBP1,300 million) leading to an
increase in leverage to 5.9x, 7.5x and 8.8x for the class A, M
and N notes respectively from 5.6x, 7.1x and 8.3x.

The reduction in securitized group cash flow also negatively
impacts the forward-looking FCF DSCRs. Fitch has forecast for its
base case marginally negative EBITDA and FCF growth to legal
maturity in 2032 (assuming no further disposals), leading to FCF
DSCRs (the minimum of average and median) of 1.39x, 0.97x and
1.05x for the class A, M and N notes respectively (from 1.51,
1.01x and 1.10x at the last review). However, for the Class A and
N notes, the long-term metrics do not give an accurate indication
of coverage for a substantial portion of the forecast period
(until about 2024), due to Unique's unusual debt profile. This is
because higher coverage in the later years (2024) conceals the
much lower coverage during the more critical earlier years (2017-
2023). Without further prepayments and/or purchases, Unique faces
a significant rise in debt service to around GBP145 million in
2017 (remaining high until 2023) from around GBP94 million in
2013. For the Class A and N notes, Fitch's base case FCF DSCRs
from 2013 to 2021 are lower at around 1.15x and 0.93x which
leaves little leeway for the servicing of the notes' debt service
through operating cash flow.

The tighter overall coverage and increasing debt service are
mitigated to some extent by the transaction's credit enhancements
such as a GBP65 million cash reserve, tranched liquidity facility
and deferability of the junior notes. Further, under the base
case all interest and principal payments are expected to be made
on a timely basis due to these structural features (cash reserve
fully used by June 2021, with the liquidity facility being drawn
by a maximum of GBP55 million in March 2024, with operating cash
flow fully servicing debt again by September 2025).

Industry factors such as the duty escalator (now scrapped, but up
by 40% since March 2007), rising operating costs (labor,
utilities) and strong competition from the off-trade also
continue to have a negative impact. The potential implementation
of government regulation of the landlord-tenant relationship will
also be monitored (estimated maximum negative impact is around
GBP11.1 million to securitized group EBITDA).

Rating Sensitivities:

In view of the on-going declines and significant uncertainty in
relation to operating performance, in combination with the
expected significant increase in debt service over the next three
years, any further deterioration in coverage and leverage metrics
may result in negative rating action, particularly in relation to
the more highly levered junior class M and N notes. Conversely,
sustained improvement in operating performance, deleveraging and
improved coverage metrics could lead to the Outlook being revised
to Stable.

Unique Pub Finance plc is 100% owned by ETI, a listed UK pub
company. As of September 2013, the securitized group comprised
2,621 tenanted pubs (representing 48% of the estate) down from
3,982 since tap.

The rating actions are as follows:

GBP433m class A3 fixed-rate secured bonds due 2021: affirmed at
'BB'; Outlook Negative

GBP452.2m class A4 fixed-rate secured bonds due 2027: affirmed
at 'BB'; Outlook Negative

GBP225m class M fixed-rate secured bonds due 2024: affirmed at
'B+'; Outlook Negative

GBP190m class N fixed-rate secured bonds due 2032: affirmed at
'B'; Outlook Negative



===================
U Z B E K I S T A N
===================


QISHLOQ QURILISH: Moody's Lifts Currency Deposit Rating to B1
-------------------------------------------------------------
Moody's Investors Service has upgraded Qishloq Qurilish Bank's
long-term local currency deposit rating to B1 from B2.
Concurrently, Moody's affirmed Qishloq Qurilish Bank's long term
foreign currency deposit rating of B2, its standalone E+ bank
financial strength rating (BFSR), which is equivalent to a
baseline credit assessment (BCA) of b2 (formerly b3), and the
bank's Not Prime short-term local and foreign currency deposit
ratings. All the aforementioned long-term ratings carry a stable
outlook.

Moody's rating action is primarily based on Qishloq Qurilish
Bank's audited financial statements for 2012 prepared under
consolidated IFRS, as well as the bank's unaudited financial
statements for 1 November 2013, prepared in accordance with the
non-consolidated local GAAP and documents related to the sale of
Qishloq Qurilish Invest.

Ratings Rationale:

The rating upgrade reflects Qishloq Qurilish Bank's improved risk
profile as the bank reduced its material exposure to non-core
assets by divesting its engineering subsidiary Qishloq Qurilish
Invest which accounted for around 40% of the bank's total
consolidated assets as at year-end 2012.

Reduced Non-Core Assets and Capital Injection:

Moody's says that Qishloq Qurilish Bank acts as a government
agency and remains focused on implementing a state program for
developing rural construction and mortgage lending. According to
Qishloq Qurilish Bank's audited IFRS for 2012,the bank's exposure
to non-core assets related to its consolidated subsidiary Qishloq
Qurilish Invest (which acted as intermediary in housing
construction) almost doubled in 2012, putting significant
pressure on the bank's capital levels.

Moody's expects that divestment of Qishloq Qurilish Invest from
Qishloq Qurilish Bank's balance sheet will significantly boost
the bank's capital levels at year-end 2013. In addition, Qishloq
Qurilish Bank's capital position has been supported by a new
capital injection provided by shareholders -- totaling UZS92
billion in July 2013 -- which boosted the bank's share capital by
almost 50% and improved its regulatory Tier1 capital adequacy
ratio (reported under non-consolidated local GAAP ) to 22% at 1
November 2013 from 19% at year-end 2012.

Solid Asset Quality:

Moody's notes that despite the rapid lending growth in recent
years, Qishloq Qurilish Bank's asset quality has remained solid
to date, with the reported level of non-performing loans (i.e.,
loans overdue more than 90 days) of around 0.2% of the total loan
portfolio as at 1 November 2013. Impaired loans (defined under
IFRS) stood at around 0.5% of the total loans at year-end 2012
(2011: 0.5%), and were sufficiently covered by provisions
(accounted for 2% of the loan book in 2011-12). Moody's expects
Qishloq Qurilish Bank's assets quality to remain stable over the
next 12-18 months given the supportive operating environment in
Uzbekistan, and given that the rapid lending growth is driven by
less risky mortgage loans.

Support Considerations:

Qishloq Qurilish Bank's ratings take into account Moody's
assessment of a high probability of systemic support, based on
government ownership, large market shares and systemic importance
for Uzbekistan's economy as the bank serves socially and
economically important sectors. As a result, Qishloq Qurilish
Bank's local currency deposit rating of B1 benefits from a one-
notch uplift from its b2 BCA.

What Could Move the Ratings Up/Down:

According to Moody's, any positive rating actions are unlikely
over the next 12-18 months. In the longer term, material
improvements in Qishloq Qurilish Bank's market franchise and
profitability as well as maintenance of sound asset quality and
capitalization may have positive rating implications for the
bank's standalone BCA.

Downward pressure could be exerted on Qishloq Qurilish Bank's
ratings as a result of any material adverse changes in the bank's
risk profile, particularly any significant impairment of the
bank's liquidity profile, and any failure to maintain control
over its asset quality.

Domiciled in Tashkent, Uzbekistan, Qishloq Qurilish Bank reported
total unaudited consolidated IFRS assets of UZS2.4 trillion
(US$1.1 billion) at November 1, 2013, and shareholder equity of
UZS323.6 billion(US$149 million).



===============
X X X X X X X X
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* BOOK REVIEW: Rand Araskog's The ITT Wars
------------------------------------------
Author: Rand Araskog
Publisher: Beard Books
Soft cover: 236 pages
List Price: $34.95
Review by Gail Owens Hoelscher
Buy a copy for yourself and one for a colleague on-line at:
http://is.gd/zrjGXr

This book was originally published in 1989 when the author was
Chairman and Chief Executive Officer of ITT Corporation, a $25
billion conglomerate with more than 100,000 employees and
operations spanning the globe with an amazing array of
businesses: insurance, hotels, and industrial, automotive, and
forest products. ITT owned Sheraton Hotels, Caesars Gaming, one
half of Madison Square Garden and its cable network, and the New
York Knickerbockers basketball and the New York Rangers hockey
teams. The corporation had rebounded from its troubles of the
previous two decades.

Araskog was made CEO in 1978 to make sense of years of wild
acquisition and growth. Under Harold Geneen, successor to ITT's
founder and champion of "growth as business strategy," ITT's
sales had grown from $930 million in 1961 to $8 billion in 1970
and $22 billion in 1979. It had made more than 250 acquisitions
and had 2,000 working units. (It once acquired some 20
companies in one month).

ITT's troubles began in 1966, when it tried to acquire ABC.
National sentiment against conglomerates had become endemic; the
merger became its target and was eventually abandoned. Next
came a variety of allegations, some true, some false, all well
publicized: funding of Salvador Allende's opponents in Chile's
1970 presidential elections; influence peddling in the Nixon
White House; underwriting the 1972 Republican National
Convention. ITT's poor handling of several antitrust cases was
also making headlines.

Then came recession in 1973. ITT's stock plummeted from 60 in
early 1973 to 12 in late 1974. Geneen found himself under fire
and, in Araskog's words, the "succession wars" among top ITT
officers began. Geneen was forced out in 1977, and Araskog,
head of ITT's Aerospace, Electronics, Components, and Energy
Group, with more than $1 billion in sales, won the CEO prize a
year later.

Araskog inherited a debt-ridden corporation. He instituted a
plan of coherent divesting and reorganization of the company
into more manageable segments, but was cut short by one of the
first hostile bids by outside financial interests of the 1980s,
by businessmen Jay Pritzker and Philip Anschutz. This book is
the insider's story of that bid.

The ITT Wars reads like a "Who's Who" of U.S. corporations in
the 1970s and 1980s. Araskog knew everyone. His writing
reflects his direct, passionate, and focused management style.
He speaks of wars, attacks, enemies within, personal loyalty,
betrayal, and love for his company and colleagues. In the
book's closing sentences, Araskog says, "We fought when the odds
were against us. We won, and ITT remains one of the most
exciting companies of the twentieth century. We hope to keep
the wagon train moving into the twenty-first century and not
have to think about making a circle again. Once is enough."
Araskog wrote a preface and postlogue for the Beard Books
edition, and provides us with ten years of perspective as well
as insights into what came next. In 1994, he orchestrated the
breakup of ITT into five publicly traded companies. Wagon
circling began again in early 1997 when Hilton Hotels made a
hostile takeover offer for ITT Corporation. Araskog eventually
settled for a second-best victory, negotiating a friendly merger
with The Starwood Corporation, in which ITT shareholders became
majority owners of Starwood and Westin Hotels, with the
management of Starwood assuming management of the merged entity.
Today Mr. Araskog continues to serve on the boards of the four
corporations created from ITT, as well as on the boards of Shell
Oil Company and Dow Jones, Inc. He heads up his own investment
company with headquarters on Worth Avenue, in Palm Beach,
Florida.


                            *********

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

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

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

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


                            *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., 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 2013.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

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

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Nina Novak at
202-241-8200.


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