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                          E U R O P E

          Friday, December 25, 2020, Vol. 21, No. 258

                           Headlines



B E L A R U S

[*] BELARUS: Insolvency Bill Available for Public Hearings


G E R M A N Y

WIRECARD AG: Lauterbach Quits EasyJet Board Following Scrutiny


R U S S I A

ROSGOSSTRAKH PJSC: S&P Affirms 'BB' ICR, Outlook Stable


U N I T E D   K I N G D O M

ANN SUMMERS: Creditors Back Company Voluntary Arrangement
CLARKS: Shareholders Approve Company Voluntary Arrangement
CONNAUGHT INCOME: Investors Accuse FCA of Lying About GBP104MM Loss
INTU METROCENTRE: S&P Cuts Rating on Fixed-Rate Sec. Notes to 'B-'


X X X X X X X X

[*] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace

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B E L A R U S
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[*] BELARUS: Insolvency Bill Available for Public Hearings
----------------------------------------------------------
BelTA reports that a bill on the resolution of insolvency is now
available for public hearings on the Legal Forum of Belarus.

According to BelTA, the bill is designed to encourage commercial
entities to voluntarily and timely declare their financial
insolvency.

The bill has revised the existing practice of court rulings on
insolvency (bankruptcy) cases, BelTA notes.  

The Economic Court will no longer be directly involved in the
execution of its rulings and will not pass individual rulings
concerning financial and commercial operations of the debtor or
rulings relating to the management of the debtor's property (which
in essence can be viewed as the execution of the ruling), BelTA
says.

The court will still be able to resolve disputes between the crisis
manager and the creditors during external management or during
compulsory liquidation, BelTA relays.  The government will take
care of the financial rehabilitation of enterprises and
organizations, BelTA says.

Debtors, which recognize the gravity of their financial situation
and start the external management procedure, will be recognized as
insolvent, according to BelTA.  External management will not be
applied to the debtors, which lack economic and financial
preconditions for recovery, according to BelTA.

The bill introduces a special procedure for external management and
liquidation for public sector enterprises and organizations and in
single-industry cities (company towns), BelTA notes.

Bearing in mind the established practice, the bill specifies 36
months as the optimal max term for the rehabilitation of
enterprises, BelTA discloses.  The term may be extended by 24
months for the sake of restoring solvency or for settlements with
creditors, according to BelTA.

Once the bill is passed into law, the average duration of
insolvency procedures is expected to go down from 1.6 years to 1.2
years (by 25%), BelTA discloses.

The public hearings of the bill have been organized by the Economy
Ministry, BelTA states.  Remarks and proposals can be submitted to
the designated thread on the Legal Forum of Belarus through Dec.
28, according to BelTA.




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G E R M A N Y
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WIRECARD AG: Lauterbach Quits EasyJet Board Following Scrutiny
--------------------------------------------------------------
Philip Georgiadis and Olaf Storbeck at The Financial Times report
that an easyJet board member has resigned following scrutiny over
her role at Wirecard, the collapsed German payments company.

According to the FT, Anastassia Lauterbach quit on Dec. 21 as a
non-executive director of the low-cost carrier with immediate
effect after less than two years' service.

Her exit came days after influential shareholder advisory group ISS
questioned her place on the board, given that she had been a member
of the supervisory board of Wirecard, the scandal-hit German
company that filed for insolvency in June after revealing a
multiyear fraud and a EUR1.9 billion hole in its accounts, the FT
discloses.

Ms. Lauterbach had joined Wirecard's supervisory board in 2018, the
FT recounts.  As a non-executive director, she chaired the newly
created risk and compliance committee that pushed to improve
Wirecard's internal controls and governance, the FT notes.

People familiar with the discussions on Wirecard's supervisory
board told the FT that Ms. Lauterbach had been internally calling
for the dismissal of Wirecard's chief executive officer Markus
Braun and its operating officer Jan Marsalek months before the
company collapsed.

She stayed on the supervisory board until it dissolved itself this
summer after Wirecard's insolvency, the FT relays.

EasyJet appointed Ms. Lauterbach as a non-executive director in
December 2018 to help it better focus on its digital operations and
use of data, the FT notes.




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R U S S I A
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ROSGOSSTRAKH PJSC: S&P Affirms 'BB' ICR, Outlook Stable
-------------------------------------------------------
S&P Global Ratings affirmed is 'BB' long-term issuer credit rating
on Rosgosstrakh PJSC (RGS). The outlook is stable.

S&P said, "RGS will pay Russian ruble (RUB) 12.2 billion in
extraordinary dividends to its parent Bank Otkritie Financial
Corporation (BOFC) in 2021, and we assume it will likely stick to a
30% dividend payout ratio going forward. We understand that this
decision was made by the ultimate owner of the group, Central Bank
of Russia, and that the streamlining of RGS' ownership structure in
November 2020, when BOFC became direct owner of over 99% of RGS
shares, facilitated the decision. Although RGS' capitalization will
consequently deteriorate, we now project less capital volatility.
RGS' regulatory capital stays above minimal requirements, and it
will retain sufficient liquidity to meet its obligations.

"This payment does not change that our view that RGS operates
separately from BOFC. Its financial performance and funding are
independent from BOFC's. Furthermore, RGS' operations do not rely
materially on the group's other entities. The insurer maintains its
own records and funding arrangements and does not commingle funds,
assets, or cash flow with BOFC. There is a strong economic basis
for BOFC and the central bank as a regulator and ultimate owner to
preserve RGS' credit strength.

"We note that RGS continues posting positive underwriting results,
reporting a net combined (loss and expense) ratio of 97% for the
first nine months of 2020. We expect RGS will finalize 2020 with a
combined ratio of 98%-99%, increasing slightly toward 100% in 2021
due to intensifying competition on the Russia insurance market,
particularly in motor insurance, and increased prices on car
parts.

"Expected continued growth in RGS' premium base support the
insurer's creditworthiness, in our view. By end-September 2020, the
insurer ranked No. 5 in terms of gross premium written overall
among property and casualty insurers.

"Concentration on BOFC through bank deposits is high, having
increased to about 38.5% of all investments as of Oct. 1, 2020,
from 23.0% at the same date in 2019. We think this increase in
concentration is temporary and relates to financial market turmoil
in 2020. We believe that concentration will reduce to 20% in
mid-2021, after the extraordinary dividend, then decline further to
10% over the next 24 months due to regulatory requirements.

"Because RGS' ultimate shareholder is the Central Bank of Russia,
we regard the insurer as a government-related entity. Our view of
this ownership structure does not translate into any additional
notches of support to the rating.

"The stable outlook reflects our expectation that RGS will continue
to show satisfactory capital through profit retention over the next
12 months, with continual business growth in 2021. Our capital
forecast includes 30% dividend payout from profits in 2020-2022 and
no extraordinary dividends apart from the RUB2 billion expected in
2021.

"An upgrade, albeit unlikely at this stage, would depend on
positive credit developments at the BOFC group level, alongside our
stronger assessment of risks in the Russian insurance sector.

"We would downgrade RGS if its underwriting performance were
markedly weaker than expected, or if its capital adequacy worsens
further. We could also lower the issuer credit rating on RGS if
BOFC group's credit quality were to deteriorate."




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

ANN SUMMERS: Creditors Back Company Voluntary Arrangement
---------------------------------------------------------
Press Association reports that creditors of Ann Summers have
approved a plan which would slash rents at two dozen of its
stores.

According to Press Association, the lingerie and sex toys retailer
said that 90% of votes had been cast in favor of its Company
Voluntary Arrangement, which switches 25 of its stores onto
turnover-base rents.

The firm had already agreed new rents with the landlords at 91 of
its other branches, it confirmed earlier this week when announcing
the plan, Press Association notes.

Following the CVA, Ann Summers has also got its hands on up to
GBP10 million of new funding to help with a turnaround plan, and
finance the path to growth that the board thinks it can walk, Press
Association relates.

No jobs will be lost, or stores closed as part of the CVA, Press
Association states.


CLARKS: Shareholders Approve Company Voluntary Arrangement
----------------------------------------------------------
Press Association reports that shareholders of shoe chain Clarks
have approved a rescue deal from a Hong Kong-based private equity
company.

LionRock Capital will invest GBP100 million in the 195-year-old
retailer as part of a Company Voluntary Arrangement (CVA), Press
Association discloses.

According to Press Association, the CVA will mean that none of
Clarks' 320 stores will have to close, and no jobs will be lost.

The CVA was already approved by Clarks' creditors last month, Press
Association recounts.  However, landlords' associations came out
against the result, Press Association notes.

The CVA will mean that 60 of Clarks' stores will pay no rent at
all, while rent will be turnover-based at the remaining 260, Press
Association states.

This means that the amount of rent due will be based on how much
customers spend at each store, according to Press Association.


CONNAUGHT INCOME: Investors Accuse FCA of Lying About GBP104MM Loss
-------------------------------------------------------------------
Matthew Vincent at The Financial Times reports that investors in
the collapsed Connaught Income Fund have accused the UK financial
regulator of "lying" about the GBP104 million loss they suffered in
an attempt to avoid paying them any more compensation.

The Connaught Action Group, which represents about 2,000 investors
in the fund that went bust in 2012, on Dec. 21 said the Financial
Conduct Authority was deliberately understating how much money they
are owed in an attempt to draw a line under the scandal, the FT
relates.

According to the FT, it is demanding a "correction" to recent FCA
statements, plus the return of an outstanding GBP24 million, and
redress for lost income, consequential losses and opportunity
costs.

If the FCA does not agree, the group has said it would bring a
formal complaint against the regulator's new chief executive Nikhil
Rathi, as well as its chair Charles Randell, the FT notes.

Last week, an independent review into the Connaught collapse, by
barrister Raj Parker, found that "regulation of the relevant
entities and individuals connected to the fund was not appropriate
or effective", the FT recounts.  It concluded the FCA "could have
acted in a more effective way to protect investors in the fund".

Investors believed this finding would result in a new compensation
scheme being set up to consider the total investor loss of GBP104
million, as identified in the Connaught liquidator's report, the FT
states.

However, the FCA responded to the Parker review by saying the fund
had "aggregate principal losses estimated at GBP79 million" -- and
stating that "investors have received over GBP80 million" from an
earlier redress scheme, the FT relays.

But the Connaught Action Group has consistently argued that
"principal" capital lost was the GBP104 million listed in the
fund's books, and any additional income owed on it cannot be
deducted from the total, according to the FT.


INTU METROCENTRE: S&P Cuts Rating on Fixed-Rate Sec. Notes to 'B-'
------------------------------------------------------------------
S&P Global Ratings lowered to 'B- (sf)' from 'B (sf)' and removed
from CreditWatch negative its credit rating on Intu Metrocentre
Finance PLC's fixed-rate secured notes.

On Oct. 28, 2020, S&P placed on CreditWatch negative its rating on
the notes due to the uncertainty regarding the consent solicitation
that had been launched.

On Oct. 29, 2020, Intu Metrocentre Finance the noteholders
consented to amending some of the notes' terms. In particular,
privately placed notes up to GBP25.0 million, which sit senior to
the securitized debt, have been issued. Additionally, the notes'
interest rate has increased to 8.75% from 4.63%, and all amounts of
interest can be paid in kind (PIK) from the December 2020 interest
payment date (IPD).

S&P said, "Based on information received from the borrower and the
availability of a GBP20 million liquidity facility, we understand
that the issuer would be able to make a full interest payment on
the December 2020 IPD, regardless of the implementation of the PIK
feature. The issuer has drawn on the liquidity facility to make
this interest payment in full. As our rating in this transaction
continues to address timely payment of interest in line with our
"S&P Global Ratings Definitions," published on Dec. 7, 2020, we
have not lowered the rating on the notes to 'D (sf)'. Should
interest be paid in king going forward, we would consider lowering
our rating on the notes further.

"For our analysis we have adopted the same S&P Global Ratings net
cash flow (NCF) as we used in our October 2020 full review. We then
applied our 6.9% capitalization (cap) rate against this S&P Global
Ratings NCF and deducted 5% of purchase costs to arrive at our S&P
Global Ratings value, resulting in a new value of GBP478.0 million.
The combination of the above factors results in an S&P Global
Ratings loan-to-value ratio of 107%.

"Following the additional debt issuance, we have applied our 'CCC'
criteria to assess if either a rating in the 'B-' or 'CCC' category
would be appropriate.

"While we recognize that the sector has faced an extreme decline,
we have considered the notes' legal final maturity date, which is
in December 2028. We also believe that future liquidity risk is
mitigated by a GBP20 million liquidity facility. Therefore, we do
not consider that the notes are in immediate risk of default, and
have lowered to 'B- (sf)' from 'B (sf)' and removed from
CreditWatch negative our rating on the notes, based on their new
terms."

Counterparty, operational, and legal risks are commensurate with
the notes' rating under S&P's relevant criteria.

Intu Metrocentre Finance is backed by a fixed-rate interest-only
loan secured on the Intu Metrocentre regional shopping center and
associated retail park, in Gateshead, South West of Newcastle in
the U.K. Intu Metrocentre was until recently owned by Intu
Properties PLC for nearly 25 years. The owner and manager of the
shopping center, Intu Properties PLC, has gone into administration.
As a result, the borrower has appointed a new asset manager and
property manager to manage the property daily. The shopping center
is one of Europe's largest covered shopping and leisure
destinations with over two million square feet of leasable floor
area, as well as multi-story car parks, comprising almost 10,000
spaces, and a bus/coach park.

S&P Global Ratings believes there remains a high degree of
uncertainty about the evolution of the coronavirus pandemic. While
the early approval of a number of vaccines is a positive
development, countries' approval of vaccines is merely the first
step toward a return to social and economic normality; equally
critical is the widespread availability of effective immunization,
which could come by mid-2021. S&P said, "We use this assumption in
assessing the economic and credit implications associated with the
pandemic. As the situation evolves, we will update our assumptions
and estimates accordingly."

Environmental, social, and governance (ESG) credit factors for this
credit rating change:

-- Health and safety.




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X X X X X X X X
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[*] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace
-------------------------------------------------------------
Author: Warren E. Agin
Publisher: Bowne Publishing Co.
List price: $225.00
Review by Gail Owens Hoelscher

Red Hat Inc. finds itself with a high of 151 5/8 and low of 20 over
the last 12 months! Microstrategy Inc. has roller-coasted from a
high of 333 to a low of 7 over the same period! Just when the IPO
boom is imploding and high-technology companies are running out of
cash, Warren Agin comes out with a guide to the legal issues of the
cyberage.

The word "cyberspace" did not appear in the Merriam-Webster
Dictionary until 1986, defined as "the on-line world of computer
networks." The word "Internet" showed up that year as well, as "an
electronic communications network that connects computer networks
and organizational computer facilities around the world."
Cyberspace has been leading a kaleidoscopic parade ever since, with
the legal profession striding smartly in rhythm. There is no
definition for the word "cyberassets" in the current
Merriam-Webster. Fortunately, Bankruptcy and Secured Lending in
Cyberspace tells us what cyberassets are and lays out in meticulous
detail how to address them, not only for troubled technology
companies, but for all companies with websites and domain names.
Cyberassets are primarily websites and domain names, but also
include technology contracts and licenses. There are four types of
assets embodied in a website: content, hardware, the Internet
connection, and software. The website's content is its fundamental
asset and may include databases, text, pictures, and video and
sound clips. The value of a website depends largely on the traffic
it generates.

A domain name provides the mechanism to reach the information
provided by a company on its website, or find the products or
services the company is selling over the Internet. Examples are
Amazon.com, bankrupt.com, and "swiggartagin.com." Determining the
value of a domain name is comparable to valuing trademark rights.
Domain names can come at a high price! Compaq Computer Corp. paid
Alta Vista Technology Inc. more than $3 million for "Altavista.com"
when it developed its AltaVista search engine.

The subject matter covered in this book falls into three groups:
the Internet's effect on the practice of bankruptcy law; the ways
substantive bankruptcy law handles the impact of cyberspace on
basic concepts and procedures; and issues related to cyberassets as
secured lending collateral.

The book includes point-by-point treatment of the effect of
cyberassets on venue and jurisdiction in bankruptcy proceedings;
electronic filing and access to official records and pleadings in
bankruptcy cases; using the Internet for communications and
noticing in bankruptcy cases; administration of bankruptcy estates
with cyberassets; selling bankruptcy estate assets over the
Internet; trading in bankruptcy claims over the Internet; and
technology contracts and licenses under the bankruptcy codes. The
chapters on secured lending detail technology escrow agreements for
cyberassets; obtaining and perfecting security interests for
cyberassets; enforcing rights against collateral for cyberassets;
and bankruptcy concerns for the secured lender with regard to
cyberassets.

The book concludes with chapters on Y2K and bankruptcy; revisions
in the Uniform Commercial Code in the electronic age; and a
compendium of bankruptcy and secured lending resources on the
Internet. The appendix consists of a comprehensive set of forms for
cyberspace-related bankruptcy issues and cyberasset lending
transactions. The forms include bankruptcy orders authorizing a
domain name sale; forms for electronic filing of documents;
bankruptcy motions related to domain names; and security agreements
for Web sites.

Bankruptcy and Secured Lending in Cyberspace is a well-written,
succinct, and comprehensive reference for lending against
cyberassets and treating cyberassets in bankruptcy cases.



                           *********


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.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2020.  All rights reserved.  ISSN 1529-2754.

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

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

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


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