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

                           E U R O P E

           Wednesday, April 30, 2014, Vol. 15, No. 84

                            Headlines

F R A N C E

CGG SA: Moody's Puts (P)B3 Rating on US$500MM Notes for Downgrade
HOLDING MEDI-PARTENAIRES: Moody's Hikes Corp. Family Rating to B1


G E R M A N Y

SUNWAYS AG: Gets Purchase Offer For Inverter Business


G R E E C E

INTRALOT SA: Moody's Rates EUR200MM Sr. Unsecured Notes '(P)B1'
INTRALOT SA: S&P Affirms 'B+' CCR & Revises Outlook to Positive


H U N G A R Y

NITROGENMUVEK ZRT: Fitch Affirms 'B+' LT FC Issuer Default Rating


I R E L A N D

ALLIED IRISH: Incurs EUR1.6 Billion Net Loss in 2013


I T A L Y

AGRI SECURITIES 2008: Fitch Affirms B+sf Rating on Class B Notes
GALLAZI SPA: April 30 Expressions of Interest Deadline Set
SORGENIA: Verbund Offers to Sell Stake Under Debt Restructuring


K A Z A K H S T A N

ASTANA-FINANCE JSC: Files Another Chapter 15 Petition


N E T H E R L A N D S

DUCHESS VII CLO: Moody's Affirms B1 Rating on EUR15MM Notes
HEIPLOEG B.V.: German Subsidiaries Enter Insolvency Process


R O M A N I A

VINARTE: Gets EUR3.6MM Offer for Villa Zorilor Winery
* ROMANIA: 6,800 Firms Entered Insolvency in Q1, ONRC Reveals


R U S S I A

ALFA-BANK: S&P Revises Outlook to Negative & Affirms BB+ Rating
B&N BANK: Moody's Withdraws Caa1 Local & Foreign Deposit Ratings
B&N BANK: Moody's Withdraws Ba1.ru National Scale Deposit Rating
RUSNANO: S&P Lowers Long-Term ICR to 'BB'; Outlook Negative
VTB BANK: S&P Lowers Counterparty Credit Rating to BB+


S P A I N

AYT CAJA GRANADA: Fitch Cuts Class D Tranche Rating to 'CCsf'
MBS BANCAJA: Fitch Affirms CCsf Ratings on Class E Tranches
PESCANOVA SA: Creditors to Vote on Restructuring Plan Today


U K R A I N E

UKRAINIAN RAILWAYS: S&P Affirms 'CCC' CCR; Outlook Negative


U N I T E D   K I N G D O M

CONSOLIDATED MINERALS: S&P Affirms 'B+' CCR; Outlook Stable
HEARTS OF MIDLOTHIAN: Awaits Confirmation on UBIG Deal
KCA DEUTAG: Moody's Affirms 'B3' CFR; Outlook Positive
MIZZEN MEZZCO: S&P Assigns 'B' LT Counterparty Credit Rating
PETROPAVLOVSK: Attempts to Refinance Debt Amid Default Fears

PREMIER FOODS: Moody's Assigns 'B2' Corporate Family Rating
UK INKS: SFP Completes Asset Sale Following Administration


                            *********


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F R A N C E
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CGG SA: Moody's Puts (P)B3 Rating on US$500MM Notes for Downgrade
-----------------------------------------------------------------
Moody's Investors Service has assigned a (P)Ba3 rating to CGG
SA's envisaged USD500 million senior notes due 2022 under review
for downgrade. Concurrently the recently issued EUR400 million
senior notes due 2020 rated at (P)Ba3 under review for downgrade
and other existing pari passu senior notes at Ba3 remain under
review for downgrade.

CGG's corporate family rating (CFR) at Ba3, probability of
default rating (PDR) at Ba3-PD and Baa3 ratings on the senior
secured bank facilities are unchanged.

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

Ratings Rationale

Moody's rating rationale for the review for downgrade was set out
in a press release on April 14, 2014.

The company is expected to use the net proceeds from the
envisaged USD senior notes to redeem all the existing USD senior
notes due 2016 and part of the existing USD senior notes due
2017.

CGG ranks among the top three players in the seismic industry. It
is listed on both Euronext Paris and the New York Stock Exchange,
with a market capitalization of EUR2.1 billion as of April 25,
2014.


HOLDING MEDI-PARTENAIRES: Moody's Hikes Corp. Family Rating to B1
-----------------------------------------------------------------
Moody's Investors Service has upgraded the corporate family
rating (CFR) of Holding Medi-Partenaires S.A.S. to B1 from B2 and
its probability of default rating (PDR) to Ba3-PD from B2-PD.
Concurrently, Moody's has upgraded the company's senior secured
notes to B2 from B3. The outlook on the ratings is stable.

"We are upgrading Medi-Partenaires' CFR to B1 to reflect the
company's increased scale in the French private hospital market
and the potential for synergies following its acquisition of
Medipole Sud Sant'," says Knut Slatten, a Moody's Assistant Vice
President -- Analyst and lead analyst for Medi-Partenaires. "It
also reflects the new capital structure that Medi-Partenaires is
putting in place, which will decrease leverage within the
restricted group," adds Mr. Slatten.

Ratings Rationale

The rating action reflects Medi-Partenaires acquisition on 28
April 2014 of Medipole Sud Sante (MSS) for an enterprise value of
EUR467 million. The envisaged transaction allows for the combined
entity to significantly increase its scale and become one of the
leading players in the French private hospital market. With MSS
being a regional player, the acquisition is in line with Medi-
Partenaires strategy of building strong regional footholds in
attractive catchment areas throughout France.

Moody's believes that a key driver for the transaction lies in
the synergies that Medi-Partenaires' management expects to derive
from the transaction. Indeed, Moody's understands that Medi-
Partenaires seeks to achieve EUR11 million of cost synergies,
which the rating agency believes to be reasonable. Moody's also
believes that further upside may materialise via revenue-
synergies because best practices are shared throughout the
organisations. Medi-Partenaires estimates that the run-rate
effect and sharing of best practices will contribute another EUR8
million to the combined group's EBITDA.

Pro-forma for the transaction, Moody's understands that Medi-
Partenaires' capital structure (within the restricted group) will
essentially consist of EUR495 million of senior secured notes, a
EUR60 million super-senior revolving credit facility (RCF) and
EUR61 million of existing debt at MSS that is being rolled over.
As synergies are realised, Moody's anticipates that Medi-
Partenaires' leverage -- defined as Moody's adjusted debt/EBITDA
-- will decrease below 5x over the next 18 months (versus a
current level of around 6x).

Moody's notes the presence of EUR220 million Bidco Senior Notes
("the Payment In Kind (PIK) toggle notes") issued outside of the
restricted group. The rating agency understands that the PIK
toggle notes, which mature in December 2020 (after the senior
secured notes), are not guaranteed by Medi-Partenaires, do not
cross-default and do not have any creditor claim on the
restricted group. Moody's notes, however, that the offering
memorandum contains a clause under which up to EUR80 million
worth of PIK toggle notes could be re-deemed with proceeds from
sale and leaseback transactions (SLB). The current rating assumes
the proceeds of such a transaction largely will be maintained
within the restricted group.

The B1 CFR of Medi-Partenaires continues to reflect (1) M'di-
Partenaires' high leverage, which Moody's estimates to be around
5.4x pro-forma for the transaction; (2) the rating agency's
expectations of continued pressure on tariffs, which, in view of
the company's largely fixed-cost structure, may lead to the
erosion of profitability; (3) a liquidity profile that is likely
to deteriorate over time, as the company continues to play an
active role in the consolidation of the French private hospital
market with anticipated acquisitions expected to surpass the
company's free cash flow generation.

These negative factors are balanced to an extent by (1) Medi-
Partenaires' overall high degree of visibility in terms of future
operating performance, which is supported by the role of social
security as the payor covering the vast portion of the total
spending in the French private hospital market; (2) favorable
demographics, which should continue to drive volume-growth and
thereby mitigate some of the anticipated pressure from tariff
reductions and allow for continued solid adjusted EBITDA-margins
of around 20%; (3) the overall high barriers to entry resulting
from the need to obtain necessary authorizations and attract
qualified personnel; and (4) the company's strong track record in
acquiring and integrating hospitals.

Following the transaction, Moody's expects that Medi-Partenaires'
liquidity profile will remain adequate. Pro-forma for the
transaction, Medi-Partenaires anticipates that it will have cash
on balance sheet of around EUR22 million. A further liquidity
cushion is provided by the company's expectations of positive
free cash flows as well as access to a EUR60 million RCF (of
which EUR40 million will be drawn at closing). Moody's would
expect Medi-Partenaires to have ample headroom to its financial
maintenance covenant (Drawn Super Senior Net Debt/ EBITDA below
1.3x). In Moody's view, this is not a very restrictive covenant.
The PDR of Ba3-PD reflects the use of a 35% family recovery rate
consistent with an all bond capital-structure.

Rationale For Stable Outlook

The stable outlook on the rating reflects Moody's expectation
that over the next 18 months Medi-Partenaires will obtain the
proposed synergies, thereby allowing for its leverage to move
below 5x. Moody's considers the rating to be weakly positioned in
the rating category and cautions that there is limited room for
deterioration in operating performance. The stable outlook also
reflects Moody's anticipation that Medi-Partenaires will maintain
a satisfactory liquidity profile going forward. Finally, the
stable outlook assumes proceeds from eventual SLB transactions
will largely be maintained within the restricted group.

What Could Change The Rating Up/Down

Positive pressure on the rating could develop if Medi-
Partenaires' operating performance continues to improve, allowing
for the company's leverage (as measured by debt/EBITDA) to move
below 4.25x. Conversely, negative pressure could develop if Medi-
Partenaires' leverage remains above 5x on a sustainable basis or
if Moody's becomes concerned about the company's liquidity.

Medi-Partenaires is a France-based private hospital company. It
serves around 700,000 customers in its 35 facilities and worked
with approximately 2,000 physicians in 2013. For the financial
year ended December 31, 2013, it reported total revenues of
EUR552 million and EBITDAR of EUR121 million.



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G E R M A N Y
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SUNWAYS AG: Gets Purchase Offer For Inverter Business
-----------------------------------------------------
pv-magazine.com reports that Sunways AG received an offer to
purchase its inverter business.

pv-magazine.com relates that the Konstanz-based solar firm said
the income from the sale will not be sufficient to "be able to
promise to the shareholders of Sunways AG an even partial
repayment of their investment after conclusion of the insolvency
proceedings."

A statement from the company -- which is a subsidiary of troubled
Chinese firm LDK Solar -- stated that the preliminary insolvency
administrator appointed by the court, Thorsten Schleich, had been
presented with a final purchase offer for Sunways AG's inverter
business, which included the purchase of trademark, patents,
equipment, inventories, related employees and sales and
administrative areas, according to pv-magazine.com. The identity
of the bidder has not been revealed.

It is however understood that the offer made will not cover the
shortfall currently being pursued by the preliminary creditors'
committee, the report notes.

In March, the company re-entered insolvency after a brief, seven-
month respite from creditors' clutches. It was reported at the
time that the Sunways board was "already in talks with potential
investors" -- thought to be from the Middle East -- about a
potential takeover, the report recalls. No concrete offers have
yet been forthcoming, save for today's announcement, the report
notes.

According to pv-magazine.com, the company managed to stave-off
insolvency proceedings in August last year by persuading lenders
to take a EUR1 million haircut on EUR7.6 million of outstanding
loans.  The company also wiped an estimated EUR10 million
liability off its balance sheet with a one-off, undisclosed
payment to settle its wafer purchase agreements, pv-magazine.com
says.

Since then, Sunways AG has had its shares suspended from the
electronic trading system Xetra, while parent company LDK Solar
has been delisted from the New York Stock Exchange, the report
notes.

Headquartered in Konstanz, Germany, Sunways AG develops,
produces, and distributes technological solutions for the
generation of electricity from photovoltaics.

Sunways is a German subsidiary of stricken Chinese firm LDK
Solar.



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G R E E C E
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INTRALOT SA: Moody's Rates EUR200MM Sr. Unsecured Notes '(P)B1'
---------------------------------------------------------------
Moody's Investors Service assigned a (P)B1 rating to Intralot
S.A.'s proposed issuance of EUR200 million senior unsecured notes
due 2021 to be issued by the newly incorporated entity Intralot
Capital Luxembourg SA. Moody's also affirmed Intralot's B1
corporate family (CFR) and B1-PD probability of default (PDR)
ratings, as well as the B1 rating on the EUR325 million senior
unsecured notes due 2018 issued by Intralot Finance Luxembourg
S.A. The ratings outlook has been changed to negative from
stable.

The proceeds from the new notes will be used to repay drawings
under the revolving credit facility and other local facilities,
and for general corporate purposes.

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

The (P)B1 rating of the new senior unsecured notes due 2021 is
the same as that of the existing EUR325 million senior unsecured
notes due 2018, as they rank pari passu (also with the syndicated
bank facilities).

The change in outlook to negative reflects the increase in
Moody's adjusted gross leverage towards 4x pro forma for this
transaction, Moody's expectation of negative or marginal positive
free cash flow generation in the coming years partly driven by a
significant increase in the dividends to minority interests, and
weaknesses in short term liquidity which relies on the successful
refinancing of the syndicated bank facilities and on the ongoing
cash up-streaming from some emerging-market countries.

In this context, Moody's further notes that the majority of the
company's reported 12% increase in revenues and 10% increase in
EBITDA in 2013 derived from countries including Azerbaijan,
Greece and Turkey.

Intralot's CFR continues to reflect: (1) its leading position as
a global supplier of integrated gaming systems and services with
a scalable operating model; (2) its diversified contract
portfolio with 85 contracts and licenses; (3) its broad
geographical presence; (4) good revenue visibility due to a large
number of long-term contracts; (5) a proven track record at
renewing existing contracts and winning new business, with growth
potential from further liberalization of the gaming sector in
less mature market.

However, the CFR is weakly positioned in the B1 category. This
reflects: (1) its significant exposure to certain emerging
markets; (2) regulatory risks inherent to the gaming industry;
(3) ongoing weak or negative free cash flow generation, primarily
due to capital expenditures required to grow the business and new
contract wins; (4) the margin erosion from the peak levels
achieved in 2007; (5) some exposure to foreign exchange
fluctuations due to the discrepancy between the main currency of
the debt and its cash flow generation; and (6) a weak liquidity
profile and policies.

The existence of significant minority interests also results in
pro-rata leverage being materially higher than reported (fully
consolidated) leverage, as well as substantial group cash leakage
through dividend outflows to the minorities.

Intralot's liquidity policies and profile are somewhat weak, in
the context of its inability to generate positive free cash flow.
Although it will have a reasonable cash balance assuming
successful issuance of the notes, it has significant syndicated
bank debt maturing in December 2014. Given its presence in
certain emerging markets, the liquidity profile of the parent is
also contingent on it being able to access cash and cash flow
successfully on an ongoing basis from these jurisdictions.

Both sets of notes and the bank facilities will share the same
guarantee package, that currently comprise guarantees by material
subsidiaries representing at least 64% of the consolidated EBITDA
and total assets. Despite the somewhat low guarantee coverage,
the notes are rated at the same level as the CFR, as opco
liabilities are insufficient in size to result in downwards
notching.

Although Intralot is based in Greece, only a small percentage of
its revenue is derived from that country. Various restrictions
that were included in the 2018 notes (issued in 2013), intended
to address Greek sovereign risk, have also been carried forward
into the 2021 notes.

The negative ratings outlook reflects Intralot's weak positioning
in its rating category, together with Moody's expectation of
negative or marginally positive cash flow generation in the
coming years. Given the negative outlook, Moody's anticipates no
upward pressure on the ratings. To stabilize the negative
outlook, Moody's would expect Intralot to deliver on its growth
strategy whilst demonstrating sustained positive free cash flow,
maintaining an adequate liquidity profile, and with adjusted
debt/EBITDA falling back towards 3.5x.

Headquartered in Athens, Greece, Intralot is a leading vendor in
the gaming sector and at the same time a licensed gaming operator
through 28 individual licenses across 16 jurisdictions. Intralot
designs, develops, operates and supports custom-made gaming
solutions and provides innovative content, services and
technology to lottery and gaming organizations on a global scale
with presence across 57 jurisdictions in 45 countries worldwide.
In fiscal year 2013 Intralot reported revenues for approximately
EUR1.5 billion and EBITDA for EUR195 million.


INTRALOT SA: S&P Affirms 'B+' CCR & Revises Outlook to Positive
---------------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B+'
corporate credit rating on Greece-based gaming company Intralot
S.A. and revised its outlook on the rating to positive from
stable.

In addition, S&P assigned its 'B+' issue rating to the proposed
EUR200 million senior unsecured notes to be issued by Intralot's
100% subsidiary, Intralot Finance Luxembourg S.A.

The rating action reflects S&P's expectation that Intralot will
maintain its sound operating performance and continue to
strengthen its credit metrics.  It also follows the company's
launch of a refinancing transaction, consisting of the proposed
issuance of the EUR200 million senior unsecured notes and the
refinancing of its short-term bank lines with a new EUR200
million senior unsecured credit facility.  S&P's ratings factor
in a successful completion of this refinancing transaction, which
should result in an improved capital structure and financial
flexibility.  S&P understands the company will use the proceeds
from the bond issue and the new credit facility primarily to
refinance all of its debt maturities for 2014 and 2015 and
prefinance future capital expenditures (capex).

The ratings on Intralot reflect S&P's assessment of the company's
business risk profile as "fair" and its financial risk profile as
"significant." Intralot's "fair" business risk profile reflects
the company's position as a major supplier of integrated gaming
systems and services.  The "fair" business risk profile also
reflects Intralot's position as a licensed gaming operator and
its role as a game manager on behalf of third parties such as
state operators.  The contract-based nature of Intralot's
business provides some medium-term visibility on its top line.
The company has also maintained and gained gaming contracts,
which is allowing it to grow fast, particularly in deregulating
markets.  S&P believes Intralot's business risk profile is
constrained, however, by its significant exposure to emerging
markets, as well as to different regulations and tax systems.  A
further constraint is the company's lack of scale in large and
relatively predictable gaming and lottery markets such as the
U.S. or some Western European markets.

S&P views Intralot's financial risk profile as "significant,"
although the metrics are not commensurate with this category.
While core ratios (such as debt to EBITDA and funds from
operations [FFO] to debt) point to a "significant" financial risk
profile, S&P notes that some of these metrics are somewhat
polluted by the presence of significant noncontrolled
subsidiaries that flatter the company's EBITDA, cash levels, and
overall metrics.  At the same time, other metrics based on free
operating cash flow are significantly weaker, reflecting the
company's strong investments to expand internationally to
diversify away from core markets such as Greece and Turkey.  A
further constraint on S&P's assessment of the company's financial
risk profile is its exposure to currency fluctuations, as debt is
denominated in euros while a substantial part of the cash flows
are generated outside the eurozone.

Based on the post-refinancing capital structure, S&P's operating
scenario for 2014 includes low-double-digit revenue growth with
some dilution of profitability due to higher growth in lower-
margin licensed operations.  S&P projects 2014 adjusted EBITDA in
the EUR200 million area.  S&P expects its adjusted debt to EBITDA
ratio (on a fully consolidated basis, that is, including
noncontrolling interests) to reach about 3.1x at year-end 2014,
although S&P estimates this metric to be closer to 3.5x when
adjusted for noncontrolling subsidiaries.  In addition,
consolidated, adjusted FFO to debt should reach about 20% and
adjusted interest coverage should hover at around 3.8x by the end
of 2014.  S&P's ratio calculation includes a cut of two-thirds on
post-transaction cash balances, as about EUR70 million of the
cash is located in subsidiaries where the company has a
noncontrolling interest, and given the company's material
investments and working capital needs going forward.

S&P's business and financial risk profiles result in a 'bb'
anchor.  S&P applies two modifiers (financial policy and
comparable rating analysis) to this anchor, resulting in a stand-
alone credit rating two notches below the anchor, at 'b+'.  The
financial policy modifier reflects the company's financial
policy, which is directed to significant external growth.  The
comparable rating analysis reflects the company's relative weaker
discretionary cash flow generation profile than comparable
companies, as well as the presence of significant noncontrolling
interests.

The positive outlook reflects the possibility of an upgrade
within the next 24 months if Intralot not only maintains these
positive operating and financial trends but, critically, is able
to generate material and sustainable discretionary cash flow
(free operating cash flow after minorities).  S&P would also
expect consolidated adjusted debt to EBITDA remaining
consistently below 3.0x, coupled with an "adequate" liquidity
position.

Downside scenario

S&P would likely revise the outlook back to stable if Intralot
fails to show significant discretionary cash flow generation and
improving credit measures.  Furthermore, should the company fail
to implement the planned refinancing, S&P would reassess its
capital structure and refinancing plans.



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H U N G A R Y
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NITROGENMUVEK ZRT: Fitch Affirms 'B+' LT FC Issuer Default Rating
-----------------------------------------------------------------
Fitch Ratings has affirmed Nitrogenmuvek Zrt's Long-term foreign
currency Issuer Default Rating (IDR) at 'B+' and senior unsecured
rating at 'BB-' with a Recovery Rating of 'RR3'.

The Outlook is Stable.

The ratings reflect Fitch's view that despite the increase in
gross leverage resulting from its poor operating performance in
2013, Nitrogenmuvek will restore and maintain credit metrics in
line with the rating over the next two years.  The ratings
continue to be supported by the company's share of the Hungarian
market and by the protection offered by high transportation costs
for potential competing importers.  The ratings also reflect the
group's strong liquidity. Constraints include low product
diversification and high exposure to nitrogen fertilizer price
cyclicality, limited geographical diversification and single site
operations.

Key Rating Drivers:

Single Site Operations:

In early 2013, an electrical system failure resulted in damages
to the turbo equipment of Nitrogenmuvek's Nitric Acid plant
(commissioned in 2007).  Nitric Acid is one of the main building
blocks for the company's products and the entire production
process was suspended for 12 weeks.  In August 2013, unplanned
building maintenance works required an interruption in calcium
ammonium nitrate (CAN) production.  These issues resulted in
production volume losses of 300kt and 80kt respectively in 2013.
Sales dropped 35% yoy and EBITDA margin reduced to 11% from 28%
in 2012.  While resolved, they illustrate the high operating
risks associated with single-site operations.

Rating Case Forecasts Deleveraging:
Gross funds from operations (FFO) adjusted leverage increased to
4.6x at end-2013 (1.2x at end-2012), compared with our 2.2x
forecast under 2013's base rating case.  This reflects the
extension of the repair period beyond management's expectations
and a drop in fertilizer prices in 2H13.  The underperformance
coincided with a material increase in debt in April 2013, when
the group issued a seven-year 7.875% USD200 million senior
unsecured bond. Our rating base case projects a gradual reduction
in gross leverage to 2.0x by end-2016.  This assumes a 32%
increase in revenues in 2014 (normalized production), low single
digit growth thereafter and margins above 25%.

Strong Liquidity:
Cash and short term deposits amounted to HUF59.3 billion at end-
2013 (HUF43.5 billion at end-2012) against maturing debt of
HUF2.3 billion (HUF17.3 billion).  Liquidity was also supported
by a HUF3.1 billion unused revolving facility maturing in June
2015.  Free cash flow (FCF) was negative at HUF7.3 billion and
the company redeemed a EUR50 million bond in January 2013.
However, the cash reserves were boosted by the proceeds from the
USD200 million (c. HUF44.5 billion) bond issue.  "Under our base
rating case, Nitrogenmuvek will maintain a net cash position
until end-2015 and maintain ample headroom under its net debt to
EBITDA incurrence covenant (3:1). FCF remains negative on high
annual capex (HUF12 billion-HUF15 billion)," Fitch said.

Domestic Market Share:
Nitrogenmuvek is the only producer of nitrogen fertilzers in
Hungary and has a 74% share of the market. Barriers to entry
include capital investment vs. return on investment for the small
regional market size, lead time of four-five years for a new
plant, high ground transportation costs for importers (landlocked
country) and import tariffs for non-EU producers.

Long-term Demand Fundamentals:
The global fertilizer sector's long-term demand outlook is strong
and supported by reducing arable land, growing population and
meat consumption, and biofuel production. Nitrogenmuvek is also
expected to benefit from the higher growth potential of Hungary
and neighboring central European countries where nitrogen
fertilizer use per hectare remains below that of mature
agricultural markets.

High Exposure to Price Volatility:
Nitrogenmuvek lacks the diversification of its international
peers, which leaves it substantially exposed to nitrogen prices
volatility.  The group is also exposed to volatility in natural
gas prices, its main raw material.  The latter is partly
mitigated by its access to spot and short-term purchases on
European gas hubs and contracts on spot base.

High Normalised Margins:
The rating base case assumes margins above 20% through the cycle.
This is underpinned by the EUR100m investment program initiated
in 2005, access to local dolomite source for CAN production,
access to a regional natural gas pipeline and purchases on the
CEGH, extensive local distribution network with associated market
intelligence, strong recognition for the Petiso brand, production
flexibility, and domestic demand exceeding its production
capacity.

FX Risk:
Nitrogenmuvek has no USD-denominated revenues which exposes them
to convertibility and translation risk on the USD200 million
notes.  This is currently mitigated by the large USD deposits
held by the group but a strong depreciation of the HUF or EUR
could result in deterioration in the group's credit metrics due
to the mismatch between operating cash flows and the USD-
denominated debt.

Rating Sensitivities

Positive: Future developments that could lead to positive rating
actions include:

  An upgrade is considered unlikely due to the scale and limited
  diversification of the company

Negative: Future developments that could lead to negative rating
action include:

  Shareholder distributions or shareholder-friendly actions
  detrimental to debt creditors or resulting in FFO adjusted
  gross leverage sustained above 2.5x;

  Sharp deterioration in fertilizer prices or demand with a
  sustained drop in EBITDA margin falling below 20%



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I R E L A N D
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ALLIED IRISH: Incurs EUR1.6 Billion Net Loss in 2013
----------------------------------------------------
Allied Irish Banks filed with the U.S. Securities and Exchange
Commission its annual report on Form 20-F disclosing a loss of
EUR1.59 billion on EUR1.34 billion of net interest income for the
year ended Dec. 31, 2013, as compared with a loss of EUR3.55
billion on EUR1.10 billion of net interest income in 2012.
Allied Irish incurred a net loss of US$2.32 billion in 2011.

At Dec. 31, 2013, the Company had EUR117.73 billion in total
assets, EUR107.24 billion in total liabilities and EUR10.49
billion in total shareholders' equity.

A copy of the Form 20-F is available for free at:

                       http://is.gd/Cb2XpQ

                     About Allied Irish Banks

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

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

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

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

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



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


AGRI SECURITIES 2008: Fitch Affirms B+sf Rating on Class B Notes
----------------------------------------------------------------
Fitch Ratings has affirmed Agri Securities S.r.l. Series 2008's
(Agri Securities 2008) notes, as follows:

  EUR133.2m class A notes affirmed at 'AAsf'; Outlook Negative
  EUR136.4m class B notes affirmed at 'B+sf'; Outlook Negative

Agri Securities 2008 is a securitization of performing leases
originated by Iccrea BancaImpresa (BBB/Negative/F3) on the
following types of assets: real estate (55% at closing and 86.4%
on the latest payment date), equipment (33%, 11.4%), industrial
vehicles (7%, 1.6%) and autos (5%, 0.6%).  The assets pay
monthly, mainly floating rate installments.  The notes pay
quarterly at a floating rate based on Euribor.  This basis
mismatch is mitigated by an interest rate swap with UBS Limited
(A/Stable/F1).

Key Rating Drivers

The transaction's performance has largely been below Fitch's
original expectations and has been underperforming other Fitch-
rated deals from the same originator.  However, credit
enhancement (CE) for the class A notes, which has built up to
above 58.8%% from 17.5% at closing due to the sequential
amortization of the notes, is considered adequate for the current
rating.

The Outlook Negative was maintained due to the recent
deterioration of default performance, with period defaults
recently becoming more volatile.

CE available to the class B notes is 16.5% of the outstanding
non-defaulted assets and is only provided by collateral funded by
the unrated EUR40.6 million class C notes as the transaction's
EUR5 million debt service reserve (DSR) is only available for
liquidity support. Additionally, interest on the class B notes
has been deferred since March 2013 due to the breach of a trigger
based on cumulative losses.  The deferred interest does not
accrue and will be paid once the class A notes are paid in full
(or once recoveries from the assets are sufficient to drive
cumulative losses down), provided there are sufficient funds.
Due to a similar trigger, excess spread has been trapped in the
structure since September 2010.

The latest four-quarter annualized default rate is 8.4%, which is
also in excess of Fitch's market benchmark performance indicator
for similar collateral of 5%. Over the latest two years, the
annualized default rate is higher at 8.8%.  A continuation of
this trend would imply that about 28% of the current collateral
balance would default.  Fitch revised the transaction's lifetime
default expectation to 25% in May 2013; as of March 2014 a
default rate of 14.3% has already been realised.  The default of
large real estate leases is one of the contributors to the recent
deterioration in performance.

In the last two quarters, the gross excess spread was
insufficient to cover the principal losses and a principal
deficiency ledger of EUR10.4m remains un-cleared.  Gross excess
spread has been stable at above 5% (including recoveries), but
period defaults as of the December 2013 payment date have caused
the net excess spread to be deeply negative (-10.4% on an
annualized basis).

As Iccrea BancaImpresa is both the servicer and the collection
account bank (i.e. where collections from lessees are received
before being transferred to the issuer's account), funds on the
collections account may be commingled, and therefore lost, in
case of a servicer default.  This risk is mitigated by the
investment-grade rating of the servicer and the daily transfer of
collections which, however, do not apply to prepayments and
recoveries.  As recoveries, in particular, are significant for
this transaction, Fitch incorporated a commingling loss in its
analysis.

Finally, the transaction documents require the issuer to appoint
a back-up servicer upon the servicer's rating falling below
'BBB+'. Although Fitch downgraded Iccrea BancaImpresa's rating to
'BBB' from 'BBB+' on February 3, 2014, Fitch understands that the
issuer has no intention to appoint a back-up servicer, in breach
of the documentation.  However, this did not have a material
effect on the ratings, as payment interruption risk is not a
major risk driver, especially in the current interest rate
environment.

Rating Sensitivities

Fitch incorporated the above-mentioned stresses in its rating
considerations, as a result of the recent performance.
Sensitivities of the ratings to the changes in defaults and
recoveries are shown below.

Rating sensitivity to increased default rates (class A/B)
Current rating: 'AAsf' / 'B+sf'
Increase base case by 10%: 'AA-sf / 'CCCsf'
Increase base case by 25%: 'A+sf / 'CCCsf'

Rating sensitivity to reduced recovery rates (class A/B)
Current rating: 'AAsf' / 'B+sf'
Reduce base case by 10%: 'AAsf' / 'B+sf'
Reduce base case by 25%: 'AA-sf'/ 'B+sf'

Rating sensitivity to increased default rate and reduced recovery
rate (class A/B)
Current rating: 'AAsf' / 'B+sf'
Increase default base case by 10%; reduce recovery base case by
10%: 'AA-sf' / 'CCCsf'
Increase default base case by 25%; reduce recovery base case by
25%: 'Asf' / 'CCsf'

Sharp increases in interest rates may make the deferred unpaid
class B interest amount difficult to sustain, although at current
rates this is not an immediate risk, also given that the DSR can
be used to pay the shortfall and is now at its floor level of
EUR5 million.  In addition, a rising Euribor may also increase
payment interruption risk as the DSR may be insufficient to cover
senior expenses and interest on the class A notes should the
issuer not receive collections due to a servicer default.

Fitch stressed the annual default benchmark performance indicator
by applying the consumer ABS rating criteria rather than the SME
CLO rating criteria due to the limited amount of available
information (e.g. loan-by-loan internal ratings of the
originator), and the fact that Fitch has observed multiple deals
with similar assets and is comfortable that this methodology is
adequate.


GALLAZI SPA: April 30 Expressions of Interest Deadline Set
-----------------------------------------------------------
The Court of Milano, Italy, opened the procedure of temporary
receivership for the company GALLAZZI S.p.A. on Oct. 2, 2013.

The official receiver Aldo Mainini declares that he intends to
cede the following two branches of the company:

(a) The Branch in Gallarate comprising of:

     -- building located in Via San Giorgio 15, Gallarate (VA);
     -- activities developing, producing and selling  PVC film
        for adhesive tape.

(b) The Branch in Tradate comprising of:

     -- building located in Via Allende 6, Tradate (VA);
     -- activities: developing, producing and selling PVC film
        for pharmaceutical blister packs for packaging of
        foodstuffs, and for general packaging.

Expressions of interest must be presented by 6:00 p.m. on
April 30, 2014.

The parties must present their expressions of interest in
writing, in Italian, enclosing the documents in Italian listed
below, in a sealed envelope to be delivered by hand or by
registered post, or by courier and addressed as follows:

     Manifestazione di interesse - Procedura Gallazi S.p.A.
     Dott. Aldo Mainini
     Commissario Straordinario Gallazi S.p.A. in A.S.
     Via Murri n. 24 - int. 27/29
     20013 Magenta (MI)

The expressions of interest, drawn up in the form of a business
letter, signed by the legal representative of the legal entity
and enclosing the documents certifying the legal representative's
power of signature, must comprise:

   -- the expression of interest for the purchase of the business
      complex Gallazzi S.p.A. currently in temporary
      receivership;

   -- all the documents and/or information considered necessary
      to confirm the expression of interest;

   -- the name, telephone number, postal address, e-mail address
      and certified e-mail address where available, of the
      reference person for the interested party, or in the case
      of expression of interest by a network, of the collective
      representative (leader of the network), specifically
      nominated by each of the components;

   -- the signature of the interested party/parties.  In the case
      of subjects with legal status, the expression of interest
      must be signed by the respective legal representative and
      accompanied by documents certifying the power of signature
      of the same;

The expressions of interest must be accompanied by the following
enclosures, drawn up in Italian (should the documents be in a
foreign language they must be accompanied by a sworn translation
into Italian):

   -- documents showing the complete identification of the
      subject/s interested, including, where necessary and
      useful, the organigram, which must include the controlling
      bodies and trace the chain to the highest level and, should
      the subject expressing interest be a public limited
      company, a list of ten major shareholders;

   -- a copy of the confidentiality agreement signed by the legal
      representative on each page and signed at the end for full
      acceptance of the conditions foreseen therein;

   -- the documents required when drawing up an expression of
      interest are listed on the website of the Court of Milano
      (www.tribunale.milano.it).


SORGENIA: Verbund Offers to Sell Stake Under Debt Restructuring
---------------------------------------------------------------
Georgina Prodhan and Stephen Jewkes at Reuters report that
Austria's Verbund has offered to sell its stake in Sorgenia as
part of a debt restructuring plan with creditor banks.

Loss-making Sorgenia, 52% controlled by Italian holding company
CIR, has run up EUR1.8 billion (US$2.5 billion) of debt --
EUR600 million of which must be cleared to keep it afloat in the
short term, Reuters relays.

It owes money to about 20 Italian and foreign banks that have
proposed a deal to convert EUR400 million worth of debt into
equity, Reuters discloses.  Another EUR200 million would be
refinanced through a mandatory convertible bond the banks would
buy, Reuters states.

According to Reuters, a spokeswoman for Verbund said on Monday
the company, which holds 46% of Sorgenia, wrote a letter to the
banks recently offering its 46% stake by way of contribution to
the debt restructuring.

The stake could be "sold" to the banks, to CIR or a third party,"
Reuters quotes the spokeswoman as saying.

Verbund, which has already written off the value of its stake,
has said on several occasions it is not prepared to invest any
more cash in the venture, Reuters notes.

A source close to the matter told Reuters on Monday the banks had
made any debt-to-equity swap deal conditional on Sorgenia
shareholders backing it unanimously.

Sorgenia's main creditor is bailed-out Italian lender Banca Monte
dei Paschi di Siena, Reuters discloses.  Others include Intesa
Sanpaolo, UniCredit and Mediobanca, according to Reuters.

Sorgenia is an Italian energy group.



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


ASTANA-FINANCE JSC: Files Another Chapter 15 Petition
-----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Astana-Finance JSC, the parent for a bank and
financial services companies in Kazakhstan, filed another Chapter
15 petition in New York to insure compliance with a new appellate
court ruling requiring foreign companies to have assets in the
U.S. to be eligible for relief under U.S. bankruptcy law.

According to the report, Astana filed its first Chapter 15
petition in October 2012.  It never got final Chapter 15 approval
because it became necessary to have regulatory changes in
Kazakhstan, the report said.

Founded in 1997 to invest government funds in private business
and infrastructure projects, the company later sold stock to the
public and defaulted on debt in 2009, the report related.  The
company's reorganization plan originally was approved by
Kazakhstan's Specialized Financial Court in July 2012.

To insure it complies with the ruling by the U.S. Court of
Appeals in New York in a case called Drawbridge Special
Opportunities Fund LP v. Barnet -- which ruled that a foreign
company couldn't file under Chapter 15 without having assets in
the U.S. -- Astana gave its New York law firm a US$5,000 retainer
account.  Astana, Mr. Rochelle said, is now in a position to
proceed with Chapter 15 because creditors in March voted in favor
of a revised restructuring plan.

The new case is In re JSC Astana-Finance, 14-bk-11217, U.S.
Bankruptcy Court, Southern District of New York (Manhattan). The
prior case is In re JSC Astana-bk-Finance, 12-14113, in the same
court.



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


DUCHESS VII CLO: Moody's Affirms B1 Rating on EUR15MM Notes
-----------------------------------------------------------
Moody's Investors Service announced that it has upgraded the
ratings on the following notes issued by Duchess VII CLO B.V.:

  EUR35M Class B Second Priority Deferrable Secured Floating Rate
  Notes due 2023, Upgraded to Aa2 (sf); previously on Nov 8, 2011
  Confirmed at A2 (sf)

  EUR25M Class C Third Priority Deferrable Secured Floating Rate
  Notes due 2023, Upgraded to A2 (sf); previously on Nov 8, 2011
  Upgraded to Baa2 (sf)

  EUR10M (currently EUR6.3M Rated Balance outstanding) Class O
  Combination Notes due 2023, Upgraded to A1 (sf); previously on
  Nov 8, 2011 Upgraded to Baa2 (sf)

  EUR7M (currently EUR4.7M Rated Balance outstanding) Class W
  Combination Notes due 2023, Upgraded to Baa1 (sf); previously
  on Nov 8, 2011 Upgraded to Baa3 (sf)

Moody's also affirmed the ratings on the following notes issued
by Duchess VII CLO B.V.

  EUR150M (currently EUR145.3M outstanding) First Priority Senior
  Secured Floating Rate Variable Funding Notes due 2023, Affirmed
  Aaa (sf); previously on Dec 21, 2006 Assigned Aaa (sf)

  EUR190M (currently EUR179.5M outstanding) Class A-1 First
  Priority Senior Secured Floating Rate Notes due 2023, Affirmed
  Aaa (sf); previously on Dec 21, 2006 Assigned Aaa (sf)

  EUR32.5M Class D Fourth Priority Deferrable Secured Floating
  Rate Notes due 2023, Affirmed Ba2 (sf); previously on Nov 8,
  2011 Upgraded to Ba2 (sf)

  EUR15M Class E Fifth Priority Deferrable Secured Floating Rate
  Notes due 2023, Affirmed B1 (sf); previously on Nov 8, 2011
  Upgraded to B1 (sf)

Duchess VII CLO B.V., issued in December 2006, is a multi-
currency Collateralised Loan Obligation ("CLO") backed by a
portfolio of mostly senior secured European and US loans. The
portfolio is managed by Babson Capital Europe Limited. This
transaction passed its reinvestment period in November 2013.

Ratings Rationale

According to Moody's, the rating actions taken on the notes
result from an improvement in credit metrics of the underlying
portfolio and also the benefit of modelling actual credit metrics
following the expiry of the reinvestment period in November 2013.

In light of reinvestment restrictions during the amortization
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analyzed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements. In particular, Moody's assumed
that the deal will benefit from a shorter amortization profile
and higher spread levels compared to the levels assumed prior the
end of the reinvestment period in November 2013.

The credit quality has improved as reflected in the average
credit rating of the portfolio (measured by the weighted average
rating factor, of WARF) and a decrease in the proportion of
securities from issuers with ratings of Caa1 or lower. As of the
trustee's September 2013 report, the WARF was 2746.7, compared
with 2613 in February 2014 and 2797 at the time of the last
rating action in November 2011. Securities with ratings of Caa1
or lower currently make up approximately 7.84% of the underlying
portfolio, versus 9.91% in September 2013.

The ratings of the Combination Notes address the repayment of the
Rated Balance on or before the legal final maturity. For Class W,
the 'Rated Balance' is equal at any time to the principal amount
of the Combination Note on the Issue Date increased by a Rated
Coupon of 0.25% per annum respectively, accrued on the Rated
Balance on the preceding payment date minus the aggregate of all
payments made from the Issue Date to such date, either through
interest or principal payments. For Class O, the 'Rated Balance'
is equal at any time to the principal amount of the Combination
Note on the Issue Date minus the aggregate of all payments made
from the Issue Date to such date, either through interest or
principal payments. The Rated Balance may not necessarily
correspond to the outstanding notional amount reported by the
trustee.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers. In its base
case, Moody's analyzed the underlying collateral pool as having a
performing par and principal proceeds balance of EUR444.3
million, defaulted par of EUR14.8 million, a weighted average
default probability of 22% (consistent with a WARF of 3029 with a
weighted average life of 4.6 years), a weighted average recovery
rate upon default of 46.67% for a Aaa liability target rating, a
diversity score of 45 and a weighted average spread of 4.24%.

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate 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 90.5% of the portfolio exposed to 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 and a
collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analyzing.

Methodology Underlying the Rating Action:

The principal methodology used in this rating was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
February 2014.

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

In addition to the base-case analysis, Moody's conducted
sensitivity analyses on the key parameters for the rated notes,
for which it assumed a lower credit quality in the portfolio to
address refinancing risk. Loans to European corporates rated B3
or lower and maturing between 2014 and 2015 make up approximately
1.7% of the portfolio, which could make refinancing difficult.
Moody's ran a model in which it raised the base case WARF to 3053
by forcing ratings on 50% of the refinancing exposures to Ca; the
model generated outputs that were within one notch of the base-
case results.

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the
note, in light of the uncertainty about credit conditions in the
general economy. CLO notes' performance may also be impacted
either positively or negatively by 1) the manager's investment
strategy and behavior and 2) divergence in the legal
interpretation of CDO documentation by different transactional
parties because of embedded ambiguities.

Additional uncertainty about performance is due to the following:

1) Portfolio amortization: The main source of uncertainty in this
transaction is the pace of amortization of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortization could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager
or be delayed by an increase in 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) Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's over-
collateralization levels. Further, the timing of recoveries and
the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's
analyzed defaulted recoveries assuming the lower of the market
price or the recovery rate to account for potential volatility in
market prices. Recoveries higher than Moody's expectations would
have a positive impact on the notes' ratings.

3) Around 19.7% of the collateral pool consists of debt
obligations whose credit quality Moody's has been assessed by
using credit estimates.

4) Foreign currency exposure: The deal has significant exposure
to non-EUR denominated assets. Volatility in foreign exchange
rates will have a direct impact on interest and principal
proceeds available to the transaction, which can affect the
expected loss of rated tranches.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
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, can influence the final rating decision


HEIPLOEG B.V.: German Subsidiaries Enter Insolvency Process
-----------------------------------------------------------
Undercurrent News, citing Boyens Zeitungen, reports that the
German subsidiaries of the Dutch shrimp processor Heiploeg have
started insolvency proceedings.

The subsidiaries are Heiploeg Fischerei GmbH, Busumer-Krabben-
Fischereigesellschaft, Busumer Fischerei-Gesellschaft and Erste
SGK Verwaltungsgesellschaft, the report discloses.

In late January, Undercurrent recalls, it emerged that the Dutch
pelagic and whitefish group Parlevliet & Van der Plas (P&P) was
to absorb Heiploeg from bankruptcy, following news that banks
were trying to auction off the processor.

According to the report, the Dutch shrimp importer, hit with a
EUR27 million fine from the European Commission on Nov. 27 from
its part in a shrimp cartel at the end of the year, announced it
would continue to operate in a reduced form under the name
Heiploeg International and as part of P&P.

However, the deal did not include Heiploeg's subsidiary Morubel,
a frozen shrimp-focused processor with annual sales of EUR80
million, nor did it include Erste SGK Verwaltungsgesellschaft in
Germany, which the banks would look to sell separately, the
liquidator told Undercurrent News at the time.

In March, Undercurrent revealed that two former Heiploeg
executives are fronting bids to acquire Morubel, up against one
from the shrimp processing company's current management.



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


VINARTE: Gets EUR3.6MM Offer for Villa Zorilor Winery
-----------------------------------------------------
Romani Insider reports that Chinese group Red Gate (Xinjiang)
Winery Co., Ltd expressed its interest in buying the Villa
Zorilor winery in Zoresti, Buzau county, for EUR 3.63 million,
according to a letter of intent sent to insolvency company RVA,
which manages the sale process.

Romania Insider relates that the winery is now property of
Vinarte, a Romanian winemaker which went insolvent in 2011. The
asset sale is part of the business restructuring process managed
by RVA Insolvency Specialists. This sale will allow the company
to pay all of its debt, according to RVA.

The offer from the Chinese company is non-binding and the
transaction must first be approved by Vinarte's creditors, the
report says.

The asset package for sale consists of about 94 hectares of
vineyard, buildings and equipment for wine production valued at
EUR1.08 million, wine inventories valued at EUR1.66 million and
the wine brands of the winery, which are valued at EUR182,000 to
EUR769,000, Romania Insider discloses citing a report by RVA. The
main wine brands are Villa Zorilor and Prince Matei.

Vinarte was founded in 1998 by Italian investor Sergio Faleschini
who is still the main shareholder of the company. He was one of
the first foreigners to start a winemaking business in Romania.
Except Villa Zorilor, Vinarte holds two more wineries: Starmina
in Mehedinti county, close to the Danube, and Bolovanu in
Samburesti wine region, Olt county, with a total of 250 hectares
of vineyards. Some of the most renown brands it still holds are
Prince Mircea (Merlot), Castel Bolovanu and Castel Starmina.


* ROMANIA: 6,800 Firms Entered Insolvency in Q1, ONRC Reveals
-------------------------------------------------------------
ACT Media reports that the number of companies that entered
insolvency dropped by 9.75 per cent, down to 6,800 companies, in
the first quarter of 2014, compared with the same interval last
year, according to data centralized by the National Trade
Register Office.

The ONRC recorded 29,295 individuals and legal persons nationwide
in the first three months of 2013, compared with 30,035 in the
same interval last year, the report adds.



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


ALFA-BANK: S&P Revises Outlook to Negative & Affirms BB+ Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlooks on
privately owned Russian banks Alfa-Bank OJSC and Promsvyazbank
OJSC (PSB) and Alfa-Bank's nonoperating holding company ABH
Financial Ltd. to negative from stable.

At the same time, S&P affirmed the ratings and Russia national
scale rating on Alfa-Bank at 'BB+/B' and 'ruAA+', the ratings on
ABH Financial at 'BB-/B', and the ratings and Russia national
scale rating on PSB at 'BB/B' and 'ruAA'.

RATIONALE

The outlook revisions reflect S&P's actions on Russia.

The long-term ratings on Alfa-Bank and PSB include one notch of
support for their systemic importance.  S&P believes that
continued deterioration of the sovereign's creditworthiness could
lead to reduced capacity to support systemically important banks,
especially private ones.  S&P also believes that the
deteriorating macroeconomic environment in Russia is starting to
constrain the banking system's profits through higher credit
costs and lower growth volumes, and increasing funding
challenges.  S&P believes the strong stand-alone creditworthiness
in a Russian context of Alfa-Bank and, to a lesser extent, PSB,
will not make them immune to these risks.  In accordance with
S&P's methodology, if it lowered the sovereign local currency
rating to 'BBB-' from 'BBB' it would also lower its ratings on
Alfa-Bank and PSB by one notch, to 'BB' and 'BB-', equal to their
respective stand-alone credit profiles (SACPs).

S&P's ratings on Alfa-Bank continue to reflect its 'bb' anchor
for Russian banks and its view of the bank's "adequate" business
position, "moderate" capital and earnings, "adequate" risk
position, "average" funding, and "adequate" liquidity, as S&P's
criteria define these terms.  S&P assess the SACP at 'bb', one of
the strongest in Russia.  S&P believes the bank has high systemic
importance in Russia.

S&P's ratings on ABH Financial reflect the strength of Alfa-
Bank's operations.  The long-term rating on ABH Financial is two
notches lower than that on the operating entity, Alfa-Bank.  This
rating differential is mainly due to ABH Financial's reliance on
dividends and other distributions from Alfa-Bank to meet its
obligations.

S&P's ratings on PSB reflect its 'bb' anchor for a commercial
bank operating only in Russia, the bank's "adequate" business
position, "moderate" capital and earnings, "moderate" risk
position, "average" funding, and "adequate" liquidity.  S&P
assess the SACP at 'bb-'.  S&P believes the bank has moderate
systemic importance in Russia.

OUTLOOK

The negative outlooks reflect that outlook on Russia, and the
possibility that S&P could lower the ratings on the banks in the
next 24 months.

If S&P was to lower the long-term local currency sovereign credit
rating on Russia, this would trigger a similar rating action on
these entities.  S&P will also monitor closely in the next
quarters:

   -- The evolution of PSB's asset quality, and especially its
      capital, which S&P has historically seen as a weakness for
      the rating.  Capacity to maintain a risk-adjusted capital
      ratio sustainably above 5% is crucial to maintaining a 'BB'
      long-term rating;

   -- Alfa-Bank's asset quality evolution, notably through
      concentration of foreign-exchange risks.  Capacity to
      maintain stronger nonperforming loans and credit costs than
      peers is crucial to maintaining a 'BB+' long-term rating.

S&P would consider revising the outlooks on these entities to
stable if it revised the outlook on Russia to stable and if it
considered that the weakening of the economy was not
significantly affecting the banks' financial profiles.

RATINGS LIST

Outlook Revision; Ratings Affirmed
                                 To                From
Alfa-Bank OJSC
Counterparty credit rating      BB+/Negative/B    BB+/Stable/B
Russia national scale rating    ruAA+             ruAA+

ABH Financial Ltd.
Counterparty credit rating      BB-/Negative/B    BB-/Stable/B

Promsvyazbank OJSC
Counterparty credit rating      BB/Negative/B     BB/Stable/B
Russia national scale rating    ruAA              ruAA

N.B. This list does not include all ratings affected.


B&N BANK: Moody's Withdraws Caa1 Local & Foreign Deposit Ratings
----------------------------------------------------------------
Moody's Investors Service has withdrawn B&N Bank's Caa1 long-term
local and foreign-currency deposit ratings, the Not Prime short-
term deposit ratings and the E standalone bank financial strength
rating (BFSR), equivalent to a caa1 baseline credit assessment.
At the time of the withdrawal all the bank's long-term ratings
and its BFSR carried a stable outlook.

Ratings Rationale

Moody's has withdrawn the rating for its own business reasons.


B&N BANK: Moody's Withdraws Ba1.ru National Scale Deposit Rating
----------------------------------------------------------------
Moody's Interfax Rating Agency has withdrawn B&N Bank's Ba1.ru
national scale deposit rating (NSR).

Ratings Rationale

Moody's has withdrawn the rating for its own business reasons.

Moody's Interfax Rating Agency's National Scale Ratings (NSRs)
are intended as relative measures of creditworthiness among debt
issues and issuers within a country, enabling market participants
to better differentiate relative risks. NSRs differ from Moody's
global scale ratings in that they are not globally comparable
with the full universe of Moody's rated entities, but only with
NSRs for other rated debt issues and issuers within the same
country. NSRs are designated by a ".nn" country modifier
signifying the relevant country, as in ".ru" for Russia. For
further information on Moody's approach to national scale
ratings, please refer to Moody's Rating Methodology published in
October 2012 entitled "Mapping Moody's National Scale Ratings to
Global Scale Ratings".

About Moody's And Moody's Interfax

Moody's Interfax Rating Agency (MIRA) specializes in credit risk
analysis in Russia. MIRA is a joint-venture between Moody's
Investors Service, a leading provider of credit ratings, research
and analysis covering debt instruments and securities in the
global capital markets, and the Interfax Information Services
Group. Moody's Investors Service is a subsidiary of Moody's
Corporation (NYSE: MCO).


RUSNANO: S&P Lowers Long-Term ICR to 'BB'; Outlook Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it had lowered its
long-term issuer credit rating on Russian state-run technology
investment vehicle RusNano to 'BB' from 'BB+' and affirmed the
'B' short-term issuer credit rating.  The outlook is negative.

At the same time, S&P lowered its Russia national scale rating on
RusNano to 'ruAA' from 'ruAA+'.

The rating actions follow the downgrade of the Russian Federation
(foreign currency BBB-/Negative/A-3; local currency
BBB/Negative/A-2; Russia national scale 'ruAAA') on April 25,
2014.  The ratings on RusNano incorporate S&P's unchanged
assessment of the company's stand-alone credit profile (SACP) at
'b+'.

S&P views RusNano as a government-related entity (GRE) and expect
it to receive strong ongoing support from the Russian government
in the form of guarantees on all debt issued.  In accordance with
S&P's GRE methodology, it continue to believes that there is a
"high" likelihood that the Russian government would provide
timely and sufficient extraordinary support to RusNano in the
event of financial distress.  S&P bases its view on its
assessment of RusNano's "important" role for, and "very strong"
link with, the Russian government.

Consequently, the ratings on RusNano are two notches higher than
its 'b+' SACP.  Given the nature of RusNano's business model and
government mandate, S&P factors in ongoing government support
into the SACP.

The negative outlook on RusNano reflects that on Russia.  It
indicates that, given RusNano's current SACP of 'b+' S&P would
lower the rating on RusNano if it was to lower the local currency
ratings on Russia by at least two notches.

S&P could also lower the ratings on RusNano within the next 12
months if it observed signs of a lower likelihood of timely and
sufficient extraordinary support from the government.  Much
larger-than-expected borrowings (beyond the amounts guaranteed by
the government), a strong deterioration of RusNano's liquidity,
or very weak performance of the investment portfolio, leading to
pronounced losses, could prompt us to take a negative rating
action.

Should S&P revises the outlook on Russia back to stable, a
similar action on RusNano would follow.


VTB BANK: S&P Lowers Counterparty Credit Rating to BB+
------------------------------------------------------
Standard & Poor's Ratings Services said that it had taken the
following rating actions on Russia's VTB Bank JSC and its
subsidiaries that S&P rates:

   -- It lowered its long-term ratings on VTB Bank JSC, VTB
      Capital PLC, VTB-Leasing, VTB-Leasing Finance, VTB
      Insurance Ltd., and Bank of Moscow OJSC to 'BBB-' from
      'BBB'.

   -- It lowered its short-term ratings on VTB Bank JSC, VTB
      Capital PLC, VTB-Leasing, VTB-Leasing Finance, and Bank of
      Moscow OJSC to 'A-3' from 'A-2'.

   -- It affirmed its 'ruAAA' Russia national scale ratings on
      VTB Bank JSC, VTB-Leasing, VTB-Leasing Finance, VTB
      Insurance Ltd., and Bank of Moscow OJSC.

   -- It lowered the ratings on VTB Bank (Kazakhstan) to 'BB+/B'
      from 'BBB-/A-3'; and the Kazakhstan national scale to
      'kzAA-' from 'kzAA'.

All the outlooks on VTB Bank and its subsidiaries that S&P rates
remain negative.

These actions follow S&P's downgrade of Russia on April 25, 2014.
S&P downgraded Russia because it thinks that the large financial
outflows seen in the first quarter of 2014 will continue, and
that the risk of deterioration in external financing will likely
increase.  In S&P's view, the tense geopolitical situation
between Russia and Ukraine could provoke additional significant
outflows of both foreign and domestic capital from the Russian
economy and, hence, further undermine already weakening growth
prospects. Economic growth in Russia slowed to 1.3% in 2013, the
lowest rate since 1999, excluding the economic contraction in
2009.  Under S&P's base case for Russia, it expects GDP growth to
average 2.3% in 2014-2017, well below the pre-financial-crisis
years of 2004-2007, when growth averaged around 8%.  In S&P's
view, if geopolitical tensions do not subside in 2014, there is
significant risk that economic growth in Russia will fall well
below 1%.

VTB Bank is a government-related entity (GRE) and its
creditworthiness is highly influenced by that of the Russian
government, its main (60.9%) owner.  The government's majority
ownership is a crucial factor underpinning S&P's assessment that
there is a "very high" likelihood of timely and sufficient
support for VTB Bank.  The long-term rating on VTB Bank
incorporates a two-notch uplift above its stand-alone credit
profile (SACP), which S&P continues to view at 'bb', reflecting
its expectation of extraordinary government support in case of
distress in accordance with S&P's approach to rating GREs.  The
downgrade of the sovereign also indicates potentially reduced
capacity to render support to state companies like VTB Bank, even
though S&P considers the sovereign's willingness to support
unchanged.

In S&P's view, as a predominantly domestic bank, VTB Bank is
exposed to the weakening economic environment in Russia, although
it is the second-largest and one of the strongest banks in the
system.

The deterioration of the sovereign's external financing position,
notably because of substantial capital outflows, will likely put
pressure on the resilience of the private sector and the banking
system.  S&P thinks VTB Bank, and the sector as a whole, may face
tougher operating conditions in 2014 and 2015 than S&P previously
anticipated.  The slowing economy will likely reduce borrowers'
payment capacity, decelerate loan growth, and make funding
conditions more difficult.  Access to international capital
markets could become more challenging and costly for Russian
banks, including VTB Bank and its peers, and volatility of the
domestic foreign exchange market adds to banks' operating
uncertainty.  As a result, S&P expects VTB Bank to face asset-
quality deterioration, higher funding costs, and falling margins.
These could lead to lower profitability and increase pressure on
its capital base.

"Because we classify Bank of Moscow, VTB Insurance, VTB Capital,
and VTB-Leasing as "core" subsidiaries of VTB Bank, we equalize
the ratings on these entities with those on their parent company.
The core status reflects the subsidiaries' close integration with
the parent, and the parent's commitment to providing ongoing and
extraordinary support if needed.  We consider VTB Bank
(Kazakhstan) to be a "highly strategic" subsidiary of VTB Bank
and cap our ratings on it at one notch below those on VTB Bank.
VTB-Leasing Finance is a special-purpose vehicle of its owner
VTB-Leasing, and we equalize the ratings and outlooks on the two
entities.  The negative outlooks on all subsidiaries of VTB Bank
mirror that on VTB Bank," S&P said.

The negative outlooks on VTB Bank and its subsidiaries mirror
that on the sovereign.  S&P considers that sovereign-related
risks will continue to weigh on the banks' creditworthiness.  If
S&P lowers the local or foreign currency rating on Russia, which
would be an indication of Russia's reduced financial capacity to
support state banks, it could lead to a downgrade of VTB Bank and
its subsidiaries.  Moreover, S&P thinks increased market
volatility and weak growth prospects will put growing pressure on
the banks' financial performance.

A significant deterioration in VTB Bank's SACP, notably of its
capitalization, would also strain the ratings on the bank and its
subsidiaries.

S&P would consider revising the outlook on VTB Bank and its
subsidiaries to stable if it revised the outlook on Russia to
stable and if it perceived that VTB Bank's financial profile had
not been substantially weakened by this period of turbulence.

RATINGS LIST

Downgraded
                                      To            From
VTB Bank JSC
VTB-Leasing Finance
VTB-Leasing
VTB Capital PLC
Bank of Moscow OJSC
Counterparty Credit Rating           BBB-/Neg/A-3  BBB/Neg/A-2

VTB Bank (Kazakhstan)
Counterparty Credit Rating           BB+/Neg/B     BBB-/Neg/A-3
Kazakhstan National Scale            kzAA-/--/--   kzAA/--/--

VTB Insurance Ltd.
Counterparty Credit Rating
  Local Currency                      BBB-/Neg/--   BBB/Neg/--
Financial Strength Rating
  Local Currency                      BBB-/Neg/--   BBB/Neg/--

VTB Bank JSC
Senior Unsecured                     BBB-          BBB
Subordinated                         BB+           BBB-
Short-Term Debt                      A-3           A-2

VTB Bank (Kazakhstan)
Senior Unsecured                     BB+           BBB-
Senior Unsecured                     kzAA-         kzAA

VTB Capital S.A.
Senior Unsecured                     BBB-          BBB
Senior Unsecured                     cnBBB+        cnA
Subordinated                         BB+           BBB-

VTB-Leasing Finance
VTB Eurasia Ltd.
Senior Unsecured                     BBB-          BBB

Ratings Affirmed

VTB Bank JSC
VTB-Leasing Finance
VTB-Leasing
Bank of Moscow OJSC
VTB Insurance Ltd.
  Russia National Scale Rating        ruAAA/--/--

VTB Bank JSC
Senior Unsecured                     BBB-
Senior Unsecured                     ruAAA
Senior Unsecured                     cnBBB+
Subordinated                         BB+

VTB Capital S.A.
Senior Unsecured                     BBB-
Subordinated                         BB+
Short-Term Debt                      A-3

VTB-Leasing Finance
Senior Unsecured                     ruAAA



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


AYT CAJA GRANADA: Fitch Cuts Class D Tranche Rating to 'CCsf'
-------------------------------------------------------------
Fitch Ratings has placed one tranche on Rating Watch Negative
(RWN) and downgraded three tranches of AyT Caja Granada
Hipotecario I, a Spanish prime RMBS comprising loans initially
originated by Caja Granada, now part of Banco Mare Nostrum S.A.
(BB+/Negative/B).

Key Rating Drivers

Weak Asset Performance
The downgrades reflect the weak performance of the portfolio over
the past year.  As of the latest reporting period, three-month
plus arrears (excluding defaults) were at 7.79% of the current
pool balance, which is well above Fitch's three-month plus
arrears Spanish RMBS index of 2.35%.  Cumulative gross defaults
were at 3.47% of the initial portfolio balance, which is below
the average (4.34%) for other Fitch-rated Spanish RMBS, but
1.65pp higher than the level observed a year ago.

The revision in Outlook to Stable from Negative on class B
reflects the available credit enhancement of the tranche and its
ability to withstand the credit losses linked to additional
sensitivity runs.

Depleted Reserve Fund
The transaction's structure allows for the full provisioning of
defaulted loans, which are defined as loans in arrears for more
than 18 months. At present, gross excess spread (0.38% per annum
as of the latest payment date) and recoveries on defaulted loans
have been insufficient to fully provision newly defaulted assets.
Consequently, the reserve fund has become depleted as of the
latest payment date and un-provisioned defaults are debited to
the principal deficiency ledger.  The current outstanding un-
cleared principal deficiency ledger stands at almost one million
euros.

Payment Interruption Risk
The class A notes have been placed on RWN due to the transaction
exposure to payment interruption risk in the event of a servicer
disruption.  The agency believes the liquidity available in the
transaction is insufficient to fully cover senior fees, net swap
payments and senior note interest due amounts for at least one or
two interest payment dates.  This assessment captures the fact
that the reserve fund is depleted and the purpose specific
liquidity facility of EUR0.3m is considered as insufficient to
meet these cash flow needs.

The agency will most likely downgrade the class A's 'AA-sf'
rating by up to four notches if the payment interruption risk is
not properly mitigated. Fitch expects to resolve the RWN in the
next six months and will analyze any potential structural
mitigants if introduced, the credit performance of the
transaction and the servicer continuity profile.

Rating Sensitivities
Deterioration in asset performance may result from economic
factors, in particular the effects of growing unemployment.  An
increase in new defaults and associated pressure on excess spread
levels and reserve funds beyond Fitch's expectations could result
in negative rating actions.

The rating actions are as follows:

AyT Caja Granada Hipotecario I

  Class A (ES0312212006) 'AA-sf'; placed on RWN
  Class B (ES0312212014) downgraded to 'BBsf' from 'BBB-sf';
   Outlook revised to Stable from Negative
  Class C (ES0312212022) downgraded to 'CCCsf' from 'Bsf';
   Recovery Estimate 15%
  Class D (ES0312212030) downgraded to 'CCsf' from 'B-sf';
   Recovery Estimate 0%


MBS BANCAJA: Fitch Affirms CCsf Ratings on Class E Tranches
-----------------------------------------------------------
Fitch Ratings has affirmed 10 tranches of MBS Bancaja 3 and 4 and
removed three of them from Rating Watch Negative (RWN). The
agency has also changed the Rating Watch on one tranche to
Positive (RWP) from Negative.

The transactions are part of a series of Spanish prime RMBS
comprising loans originated and serviced by Bankia, S.A. (BBB-
/Negative/F3).

Key Rating Drivers

Payment Interruption Risk Adequately Mitigated
The removal of RWN on the class A2 and B in MBS Bancaja 3 and A2
and A3 in MBS Bancaja 4 follows the introduction of dedicated
cash reserves in both transactions aimed at mitigating payment
interruption risk.  The cash deposits are sized to cover three
months of stressed senior interest, net swap payments and senior
expenses.  The amounts posted in these reserves are deemed
sufficient to withstand Fitch's payment interruption risk
stresses.

Change in Sovereign Cap
Given the sound asset performance and the strong level of credit
enhancement of the class A2 of MBS Bancaja 3, Fitch has revised
the Rating Watch on the notes to Positive from Negative.  The
action follows the recent revision of the sovereign cap on
structured finance ratings to align the highest achievable
ratings in Spain with the new Country Ceiling (AAsf).  The notes
could be upgraded to six notches above the sovereign Issuer
Default Rating (BBB/Stable). Fitch expects to resolve the RWP in
the next six months once it has assessed the credit enhancement
underpinning the transaction.

Rating Sensitivities
Deterioration in asset performance may result from economic
factors, in particular the effects of growing unemployment. An
increase in new defaults and associated pressure on excess spread
levels and reserve funds beyond Fitch's expectations could result
in negative rating actions.  Furthermore, a change in Spain's
Issuer Default Rating and Country Ceiling may result in a
revision of the highest achievable rating.

The rating actions are as follows:

MBS Bancaja 3, FTA

Class A2 (ES0361796016) 'AA-sf' Rating Watch revised to Positive
from Negative
Class B (ES0361796024) affirmed at 'AA-sf'; off Rating Watch
Negative; Outlook Stable
Class C (ES0361796032) affirmed at 'Asf'; Outlook Stable
Class D (ES0361796040) affirmed at 'BB+sf'; Outlook Negative
Class E (ES0361796057) affirmed at 'CCsf'; Recovery estimate 85%

MBS Bancaja 4, FTA

Class A2 (ES0361797014) affirmed at 'A+sf'; off Rating Watch
Negative; Outlook Stable
Class A3 (ES0361797022) affirmed at 'A+sf'; off Rating Watch
Negative; Outlook Stable
Class B (ES0361797030) affirmed at 'BBB+sf'; Outlook Stable
Class C (ES0361797048) affirmed at 'BBB-sf'; Outlook Stable
Class D (ES0361797055) affirmed at 'Bsf'; Outlook Negative
Class E (ES0361797063) affirmed at 'CCsf'; Recovery estimate 40%


PESCANOVA SA: Creditors to Vote on Restructuring Plan Today
-----------------------------------------------------------
Katie Linsell at Bloomberg News reports that Pescanova SA
creditors will vote today, April 30, on a restructuring plan
giving its biggest banks control of the company.

Pescanova said in a statement yesterday shareholders Damm SA, the
Barcelona-based brewer, and Luxempart SA will withdraw from the
restructuring.  Banco Sabadell SA, Banco Popular Espanol SA,
CaixaBank SA, NCG Banco SA, Banco Bilbao Vizcaya Argentaria SA,
Bankia SA and Unione di Banche Italiane SCPA will control the
company under the proposal, Bloomberg discloses.

The company needs to win agreement from more than 50% of
creditors to avoid entering a liquidation process, Bloomberg
notes.  Pontevedra, Galicia-based Pescanova had EUR3.25 billion
(US$4.5 billion) of net debt at the end of 2012, Bloomberg says,
citing a Dec. 10 statement from court-appointed administrator
Deloitte LLP.

Under the new proposal, lenders will retain EUR1 billion of debt
split between EUR300 million of junior facilities, EUR400 million
of senior borrowing and a new EUR300 million tranche of
subordinated debt, Bloomberg says, citing two people familiar
with the matter, who asked not to be identified because the
negotiations are private.

                       About Pescanova SA

Pescanova SA is a Galicia-based fishing company.  The company
catches, processes, and packages fish on factory ships.  It is
one of the world's largest fishing groups.

Pescanova filed for insolvency on April 15, 2013, on at least
EUR1.5 billion (US$2 billion) of debt run up to fuel expansion
before economic crisis hit its earnings.  The Pontevedra
mercantile court in northwestern Galicia accepted Pescanova's
insolvency petition on April 25.  The court ordered the board of
directors to step down and proposed Deloitte as the firm's
administrator.



=============
U K R A I N E
=============


UKRAINIAN RAILWAYS: S&P Affirms 'CCC' CCR; Outlook Negative
-----------------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its
'CCC' long-term corporate credit rating on Ukrainian railway
company The State Administration of Railways Transport of Ukraine
(Ukrainian Railways).  The outlook is negative.

At the same time, S&P affirmed its 'CCC' issue rating on the loan
participation notes issued by Shortline PLC and on-lent to
Ukrainian Railways.

The affirmation follows the downward revision of S&P's assessment
of the likelihood of extraordinary government support for
Ukrainian Railways to "high" from "very high."  This reflects
S&P's view that the Ukrainian government's capacity to provide
credit support to the company has diminished significantly amid
ongoing challenging financial conditions in the country.

The affirmation reflects S&P's unchanged assessment of Ukrainian
Railways' stand-alone credit profile (SACP) of 'b-'; its 'CCC'
long-term foreign currency sovereign rating on Ukraine; and its
view that there is a "high" likelihood that the government of
Ukraine would provide timely and sufficient financial support to
Ukrainian Railways if needed.  S&P continues to cap the rating on
Ukrainian Railways at the level of the foreign currency sovereign
rating on Ukraine in accordance with its criteria for rating
government-related entities.

Ukrainian Railways is 100% state owned, and there is strong state
involvement in the company's strategy and financial policy.
However, this is partly offset by the challenging financial
situation in Ukraine, which in S&P's view has significantly
reduced the government's capacity to provide timely and
sufficient financial support to Ukrainian Railways if needed.
S&P has therefore revised its opinion of the likelihood of
extraordinary government support for Ukrainian Railways to "high"
from "very high."

S&P continues to assess the role of Ukrainian Railways for
Ukraine as "very important."  This reflects Ukrainian Railways'
strategic importance for the country as the manager of the
national rail infrastructure, monopoly passenger transport
provider, and dominant freight provider.

S&P has revised its assessment of Ukrainian Railways' capital
structure to "neutral" from "negative," as its criteria define
these terms.  This reflects Ukrainian Railways' improved weighted
average debt maturity profile after a Eurobond placement and a
reduction of short-term debt.  However, S&P notes the risk
associated with the denomination of more than 50% of the
company's debt in foreign currency while most of its revenues are
denominated in local currency.

S&P's assessment of Ukrainian Railways' business risk profile as
"weak" incorporates its view of "very high" country risk in
Ukraine.  In addition, it reflects Ukrainian Railways'
significant capital expenditure (capex) requirements to upgrade
and renew its infrastructure and fleet.  The company does not
receive any state subsidies to finance its capex, and has not
been able to increase tariffs to remunerate these investments.
However, S&P acknowledges Ukrainian Railways' substantial market
share in freight (about 70%), and its monopoly status in domestic
passenger rail services and management of the national rail
infrastructure.

"Our assessment of Ukrainian Railways' financial risk profile as
"aggressive" incorporates our forecast that the company's
weighted average ratio of Standard & Poor's-adjusted funds from
operations (FFO) to debt will remain in the 35%-40% range, with
FFO cash interest coverage of about 4x.  Although Ukrainian
Railways' credit metrics are commensurate with a higher financial
risk profile, our assessment also incorporates a downward
adjustment for volatility.  This reflects our view that Ukrainian
Railways' cash flow and leverage ratios could worsen in a period
of stress," S&P said.

The combination of a "weak" business risk profile and
"aggressive" financial risk profile leads to an anchor of 'b+'.
S&P notches the anchor downward by two notches to account for its
assessment of Ukrainian Railways' liquidity as "weak," arriving
at an SACP of 'b-'.

S&P's base-case scenario for Ukrainian Railways for 2014 and 2015
assumes:

   -- Insignificant freight volume growth;
   -- No increase in tariffs;
   -- EBITDA margin of 21%-23%;
   -- Capex of about Ukrainian hryvnia (UAH) 6 billion per year
      (equivalent to about $500 million); and
   -- Dividends of about UAH220 million yearly.

Based on these assumptions, S&P arrives at the following credit
measures in 2014-2015:

   -- Adjusted debt to EBITDA of below 2x;
   -- FFO to debt of about 35%; and
   -- FFO cash interest coverage of about 4x.

The negative outlook on Ukrainian Railways mirrors the negative
outlook on Ukraine.  The negative outlook on Ukraine reflects
S&P's view that there is at least a one-in-three chance that it
could lower its long-term foreign currency sovereign credit
rating on Ukraine over the next 12 months if it was to view a
sovereign default as becoming almost inevitable within six
months.

Upside scenario

S&P could revise the outlook on Ukrainian Railways to stable if
it revises the outlook on Ukraine to stable, and if the situation
in Ukraine stabilizes and external liquidity pressure on
Ukrainian Railways eases.

Downside scenario

Any lowering of the long-term foreign currency sovereign credit
rating or S&P's transfer and convertibility assessment on Ukraine
is likely to prompt S&P to lower its corporate credit ratings on
Ukrainian Railways.  This is because a downgrade of Ukraine could
imply additional challenges in Ukrainian Railways' operating
environment and further restrict its access to liquidity.

S&P could also lower the rating on Ukrainian Railways if pressure
on its stand-alone liquidity intensifies, for example due to a
breach in financial covenants.



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


CONSOLIDATED MINERALS: S&P Affirms 'B+' CCR; Outlook Stable
-----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' long-term
corporate credit rating on Jersey-incorporated manganese ore
producer Consolidated Minerals Ltd. (ConsMin).  The outlook is
stable.

At the same time, S&P assigned a 'B+' issue rating to the
proposed US$400 million senior secured notes.  The recovery
rating on the notes is '3', indicating S&P's expectation of
meaningful (50%-70%) recovery in the event of a payment default.

The affirmation follows ConsMin's recently proposed changes to
the company's capital structure, including:

   -- Issuing new US$400 million senior secured notes due 2020.

   -- Publishing an optional redemption on March 31, 2014, for
      US$112.5 million of the outstanding senior secured notes
      due 2016.

   -- Early redemption of the notes due 2016 (at Dec. 31, 2013,
      the outstanding amount was $235 million).  S&P understands
      that the company plans to use its option to call the
      remaining outstanding bonds after the optional redemption.

   -- Partial repayment of a shareholder subordinated loan--about
      US$250 million out of $966 million that S&P don't include
      in its calculation of adjusted debt.


HEARTS OF MIDLOTHIAN: Awaits Confirmation on UBIG Deal
------------------------------------------------------
Darren Johnston at The Scotsman reports that Hearts administrator
Bryan Jackson was on Monday night still seeking confirmation from
Lithuania over whether the club's latest administration obstacle
had been cleared.

The decision by Ubig's creditors to hand over the 50%
shareholding in the club for a token fee of around GBP70,000 on
April 7 was subject to a 20-day cooling off period, The Scotsman
discloses.  That appeal window was due to expire on Sunday but
Jackson was still aware that creditors could feasibly have
submitted an objection to the deal in a Lithuanian court on
Monday, The Scotsman notes.

Mr. Jackson is believed to have sent e-mails to his counterparts
in the Baltic state in a bid to get clarity on the issue but was
still awaiting a response on Monday, The Scotsman says.

Prospective Hearts owner Ann Budge, who is personally financing
the Foundation of Hearts' GBP2.5 million takeover of the club,
told supporters in an open letter last weekend that the Sale and
Purchase Agreement (SPA) could not be completed until the 20-day
cooling off period had lapsed, The Scotsman recounts.
Mr. Jackson secured Tynecastle stadium and Ukio Bankas's crucial
29.9% stake in Hearts on April 16, although that decision does
not hinge on a 20-day cooling-off period, The Scotsman discloses.

Mr. Budge cannot start planning for next season until she has
completed the SPA and been handed control by Mr. Jackson, The
Scotsman notes.  Due to red tape, Hearts are unlikely to
officially exit administration until the close-season, The
Scotsman says.

                 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.


KCA DEUTAG: Moody's Affirms 'B3' CFR; Outlook Positive
------------------------------------------------------
Moody's Investors Service has affirmed KCA Deutag Alpha Ltd.'s
corporate family rating (CFR) at B3 and has upgraded the
probability of default rating (PDR) to B3-PD from Caa1-PD.
Concurrently, Moody's has assigned (P)B3 ratings to KCA Deutag's
new senior secured term loan and revolving credit facility.
Moody's has also affirmed the B3 rating on KCA Deutag's other
rated debt, including the existing senior secured notes due 2018
issued by Globe Luxembourg SCA. The outlook on all ratings has
been changed to positive from stable.

The proceeds from the new senior secured bank debt will be used
to repay the existing senior secured term loans and working
capital facilities, as well as pay fees and expenses.

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

Ratings Rationale

The B3 CFR reflects the relatively high Moody's-adjusted leverage
at 5.0x at FYE2013, the expected continuing high on-going capex
needs of the company and consequent negative free cash-flow. This
is in the context of the company's relative small scale and
exposure to the highly cyclical and competitive drilling
industry. However, the rating is supported by the company's
greater exposure to more stable, development and production
drilling programs backed by a significant contract back-log and
its expected reduced exposure to the more volatile MODU market.
Moody's also notes the improved financial performance during 2013
of all parts of the business, with the exception of the MODU
division.

Moody's views the company's liquidity as adequate pro-forma for
the transaction. Moody's expects negative free cash flow in
FY2014, as a result of continuing high capex requirements, and
continued reliance on its revolving credit facilities to fund the
out-flow. Pro-forma for this transaction, and also assuming a
complete refinancing of its current senior credit facilities, KCA
Deutag will not have any significant debt maturities until 2018.

Outlook

The positive outlook reflects the improved financial performance
and credit metrics in FY2013, in particular the reduction in
financial leverage and expected downsizing of the MODU division,
and assumes a continued improvement in financial metrics, as well
as receipt of net proceeds of approximately US$50 million from
the sale of the barges in the MODU division and the construction
of the additional land rigs progressing within budget and on
schedule. The positive outlook also assumes the maintenance of
adequate liquidity and no material deterioration in market
conditions.

What Could Change The Rating Up

The rating could be upgraded following Moody's adjusted leverage
moving sustainably towards 4.5x, together with an improvement in
liquidity and a near term expectation of positive free cash flow
generation. Any potential upgrade would also include an
assessment of market conditions.

What Could Change The Rating Down

The CFR could face downward pressure if Moody's-adjusted leverage
rises to 6x or if the liquidity profile deteriorates.

Principal Methodology

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

Registered in England & Wales, UK, KCA Deutag Alpha Limited is a
holding company for KCA Deutag, a provider of onshore and
offshore drilling services as well as engineering services to
both IOCs and NOCs in international markets. Its ultimate owner
is a consortium led by Pamplona Capital Management. In FY2013,
KCA Deutag Alpha Limited reported consolidated revenues of around
USD2.1 billion.


MIZZEN MEZZCO: S&P Assigns 'B' LT Counterparty Credit Rating
------------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'B' long-term counterparty credit rating to U.K.-based
installment credit lender Mizzen Mezzco Ltd.  The outlook is
stable.

S&P also assigned a 'B' issue rating to the proposed GBP200
million senior notes to be issued by the group's wholly owned
subsidiary, Mizzen Bondco Ltd.

S&P's ratings on Mizzen Mezzco reflect its view of its relatively
narrow profile as a specialist U.K. installment credit lender.
The ratings also incorporate S&P's view that leverage, by its
metrics, is high.  The ratings are supported by S&P's view that
Mizzen Mezzco will continue to produce relatively predictable,
recurring earnings, and that it has a well-established market
position in its chosen business segment.

Mizzen Mezzco is an intermediate nonoperating holding company.
S&P's ratings on Mizzen Mezzco reflect the 'b' group credit
profile (GCP), which is S&P's assessment of the creditworthiness
of the consolidated group. Mizzen Mezzco's sole operating
subsidiary is Premium Credit Ltd. (not rated).  S&P do not
believe there are material barriers to cash flows from Premium
Credit and the other subsidiaries to Mizzen Mezzco.  S&P
therefore do not notch down the ratings on Mizzen Mezzco from the
GCP.  S&P has equalized the issue rating on Mizzen Bondco's
proposed senior notes with the long-term counterparty credit
rating on Mizzen Mezzco.

Premium Credit is an established U.K. specialist lender and the
largest installment credit provider in the U.K. and Ireland, with
GBP3.2 billion of net loan advances in 2013.  The focus of its
business is corporate and personal insurance premium lending,
where it facilitates phased payment of insurance premiums across
periods of less than 12 months.  In total, insurance premium
financing (IPF) contributed over 90% of Premium Credit's revenue
in 2013.  The third-party IPF market is highly concentrated, and
Premium Credit maintains a market share of about 60%.  Premium
Credit also provides installment credit for professional fees,
sports memberships, and school tuition.

Although Premium Credit's lending is not collateralized, it is
protected by a range of strong recovery sources that have kept
credit losses low.  For loans that remain delinquent after
repeated attempts to collect payment, Premium Credit has the
ability in the majority of loan contracts to cancel the service
with immediate effect and recover the unearned portion of the
service (the unearned insurance premium in the case of IPF).
Credit losses are further limited by broker recourse on personal
insurance business lines.  These risk-limiting features and
Premium Credit's in-house collections team help to maintain
strong asset quality, in S&P's view.  However, Premium Credit's
narrow focus on a relatively niche business area of the U.K.
lending market is a ratings weakness, in S&P's view.

"The ratings reflect our view that the consolidated group will
have a weak financial risk profile following the planned GBP200
million senior note issuance.  In particular, we expect that the
group will have negative tangible equity on a consolidated basis
after the issuance of the notes, the repayment of a preferred
equity certificate, and the payment of a common share dividend.
Due to the high leverage, debt coverage metrics are low, but debt
servicing is supported by the strong cash flow generation of the
business.  We calculate the group's pro forma debt coverage --
measured as the ratio of EBITDA to interest expense, which
includes the interest payable on funding raised through Premium
Credit's securitization vehicle -- as close to 1.6x at Dec. 31,
2013.  Based on our forecasts, we expect this metric to improve
marginally to 1.7x-1.8x," S&P noted.

S&P has not assigned a recovery rating to the bond.  This is
because S&P considers that Mizzen Mezzco is a balance-sheet-
centric business that is, in some respects, akin to an
unregulated bank and S&P cannot devise a default scenario that
allows it to model the recovery scenario with sufficient
accuracy.

The stable outlook reflects S&P's expectation that Mizzen Mezzco
will maintain its solid earnings performance and consistent
strategic focus.

S&P could lower the ratings on Mizzen Mezzco if its EBITDA-to-
interest-coverage ratio falls below 1.5x, or if it sees evidence
of a marked deterioration in market position or competitive
dynamics.

S&P could raise the ratings if it observes a combination of good
earnings trends, a significant and sustained reduction in
leverage, and an EBITDA-to-interest-coverage ratio comfortably
above 2x.


PETROPAVLOVSK: Attempts to Refinance Debt Amid Default Fears
------------------------------------------------------------
James Wilson at The Financial Times reports that Petropavlovsk is
trying to refinance its substantial debt load amid fears that the
future of the company may be threatened if no agreement is
reached with lenders.

The plunge in the gold price last year has raised the risk that
the miner will breach covenants on its senior debt this year, the
FT discloses.  In addition, Petropavlovsk has US$310 million of
convertible bonds maturing next February, the FT notes.

Petropavlovsk, as cited by the FT, said a refinancing plan was
well advanced but warned of material uncertainty that it could
continue as a concern if agreement was not reached.

The company said the company had US$949 million of net debt at
the end of 2014, US$115 million less than a year earlier, the FT
relates.  It has US$153 million of debt due this year and a
further USUS$408 million next year, including convertible bonds,
the FT relays.

Its loan covenants are linked to a US$340 million loan given by
Industrial and Commercial Bank of China in 2010 to fund mine
construction, according to the FT.

Petropavlovsk is a London-listed Russia-focused gold miner.


PREMIER FOODS: Moody's Assigns 'B2' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service has assigned a definitive B2 Corporate
Family Rating (CFR) and a B2-PD Probability of Default to Premier
Foods plc. Concurrently it has assigned a definitive B2 rating to
the dual tranche senior secured notes due 2020/2021 issued by
Premier Foods Finance plc, following receipt of final
documentation and completion of the company's Capital Refinancing
Plan. The outlook remains stable.

Ratings Rationale

Moody's definitive ratings for the CFR and the senior secured
notes are in line with the provisional ratings assigned on 4
March 2014. Moody's rating rationale was set out in a press
release on that date.

Whilst the amount of the notes was upsized between launching and
closing, the change was insufficiently material to affect the
provisionally assigned ratings. The final terms of the notes are
otherwise in line with the drafts reviewed for the provisional
instrument rating assignments.

In its interim management statement for the three months ended 31
March 2014, the company reported total grocery sales of GBP186
million for the quarter, down by 6.2% compared with the first
quarter of 2013. This was in line with expectations, and was due
to the timing of Easter, milder weather and a challenging retail
environment. However, the company also reported that the grocery
gross margins were up for the quarter compared with prior year
and that full year expectations were unchanged.

The company has also announced that the Bread joint venture
transaction has now completed.

What Could Change The Rating Up

In view of the relative weak positioning of the company in the B2
category, there is no near-term upward ratings pressure. However,
there could be positive pressure if Moody's-adjusted gross
debt/EBITDA ratio falls below 6.5x on a sustained basis and the
company maintains a Moody's-adjusted EBITDA margin approaching
20%, whilst generating positive free cash flow (after pension
contributions) and keeping a solid liquidity profile.

What Could Change The Rating Down

Moody's could downgrade the ratings if any of the conditions for
maintaining a stable outlook are not met, or if the company's
liquidity profile or debt protection ratios deteriorate as the
result of a weakening of its operational performance, recognizing
the significant impact of the pension adjustment. Quantitatively,
Moody's could downgrade the ratings if the company's Moody's
adjusted gross debt/EBITDA ratio rises above 7.5x, if Moody's-
adjusted EBITDA margin falls towards 15%, or if the company fails
to generate free cash flow. Further top-level management turnover
could also result in a downgrade.

Premier Foods plc, headquartered in St Albans, UK, is a branded
ambient foods producer to the UK retail market. For the financial
year ended December 31, 2013, Premier Foods reported pro forma
revenues of approximately GBP850 million.


UK INKS: SFP Completes Asset Sale Following Administration
-----------------------------------------------------------
CreditMan.co.uk reports that insolvency practitioners SFP has
been appointed administrators to UK Inks Limited after it amassed
substantial debts to a number of creditors including a sum to Her
Majesty's Revenue and Customs (HMRC).

Established in 2005, the company employed 11 people and had an
annual turnover of circa GBP2 million, trading from the Haydock
Industrial Estate.

In 2013, the company's overheads increased and its profit margins
were reduced, however it was not able to pass the costs on by
increasing prices due to competition in the marketplace. The
reduced income led to the company accumulating a number of credit
accounts, the report relays.

According to the report, one creditor in particular took formal
action and was granted a County Court Judgment in early 2014. By
March 2014 the position had become untenable and the directors
sought professional insolvency advice. The Directors subsequently
decided to place the company into Administration, the report
notes.

SFP's Simon Plant and Daniel Plant -- both licensed members of
the Insolvency Practitioners' Association -- were appointed as
Joint Administrators on March 21, 2014, CreditMan.co.uk
discloses.

CreditMan.co.uk adds that the Joint Administrators commented that
the print industry seems to be showing signs of recovery, but as
this is the fourth company linked to the sector that SFP has been
appointed Administrators over within the last six months, it is
obviously still under significant pressure: "UK Inks experienced
cash flow difficulties due to its liabilities and severe creditor
pressure which has led to the company being placed into
administration. It is pleasing to report that a sale was
subsequently achieved, ensuring the preservation of jobs."

UK Inks Limited is a St Helens-based printing ink manufacturer.


                            *********

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

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

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


                            *********


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

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

Copyright 2014.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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members of the same firm for the term of the initial subscription
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