TCREUR_Public/160429.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

           Friday, April 29, 2016, Vol. 17, No. 084


                            Headlines


B E L G I U M

DEXIA SA: Egan-Jones Assigns BB+ Sr. Unsecured Debt Rating


G R E E C E

GREECE: Creditors Leave Athens, Progress Made in Bailout Talks


I R E L A N D

INOVYN LTD: Moody's Assigns Provisional B2 CFR, Outlook Stable


I T A L Y

POPOLARE DI MILANO: Egan-Jones Assigns BB+ Sr. Unsec. Rating


K A Z A K H S T A N

KAMAZ PTC: Moody's Lowers CFR to B1, Outlook Negative
KAZAKHSTAN ENGINEERING: Moody's Cuts CFR to B1, Outlook Negative


L U X E M B O U R G

ARDAGH PACKAGING: Moody's Hikes Corporate Family Rating to B2


N E T H E R L A N D S

CONTEGO CLO III: Moody's Assigns Ba2 Rating to Cl. E Notes
ELM PARK: Moody's Assigns (P)B2(sf) Rating to Class E Debt


R U S S I A

AHML INSURANCE: Moody's Reviews Ba2 IFS Rating for Downgrade
ALROSA PJSC: Moody's Hikes Corporate Family Rating to Ba1
ASIAN-PACIFIC BANK: Moody's Lowers Deposit Ratings to B3
IRKUT CORPORATION: Moody's Confirms Ba3 CFR, Outlook Negative
NLMK: Moody's Confirms Ba1 CFR, Outlook Negative

PHOSAGRO OJSC: Moody's Confirms Ba1 CFR, Outlook Negative
POWER MACHINES: Moody's Confirms Ba2 CFR, Outlook Negative
* Moody's Confirms Ratings of 9 Russian Sub-Sovereigns
* Moody's Confirms Ratings of 5 Russian Non-Financial Corporates
* Moody's Confirms Ba1 CFRs of 4 Russian Oil & Gas Companies


S P A I N

ABENGOA SA: Obtains Bankruptcy Protection Under Chapter 15


U K R A I N E

BANK SOYUZ: NBU Balks at Judge's Decision to Void Liquidation


U N I T E D   K I N G D O M

BHS GROUP: PPF Rejected Owners' Pension Scheme Rescue Proposals
CARE UK: Moody's Cuts Probability of Default Rating to Caa1
T&A KERNOGHAN: Goes Into Administration
TATA STEEL UK: Port Talbot Closure May Worsen Pension Deficit
THAME AND LONDON: Moody's Assigns B3 Corporate Family Rating

TOWD POINT: S&P Assigns B Rating to Class G Deferred Notes


X X X X X X X X

* UK: R3 Proposes Introduction of "Business Rescue Moratorium"
* BOOK REVIEW: EPIDEMIC OF CARE


                            *********


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B E L G I U M
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DEXIA SA: Egan-Jones Assigns BB+ Sr. Unsecured Debt Rating
----------------------------------------------------------
Egan-Jones Rating Company assigned BB+ senior unsecured rating
debt issued by Dexia SA on April 27, 2016.

Based in Brussels, Belgium, Dexia SA is a financial services
holding company. The Company, through its subsidiaries, offers
consumer loans, life and non-life insurance, pension plans,
securities brokerage services, asset management, private banking,
and financing of public service facilities and financial services
for local governments. Dexia operates in Europe, Asia, and the
United States.



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G R E E C E
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GREECE: Creditors Leave Athens, Progress Made in Bailout Talks
--------------------------------------------------------------
Ian Wishart at Bloomberg News reports that representatives of
Greece's international creditors are leaving Athens, saying
they've made headway in discussions that could lead to the
disbursal of more aid funds.

Euro-area, International Monetary Fund, and Greek officials "have
made important progress on a policy package that should pave the
way for discussions on the conclusion of the first review of the
Greek program and debt sustainability," Bloomberg quotes European
Commission spokeswoman Mina Andreeva as saying.  The commission
will continue to work on "the final elements of an overall policy
package," Ms. Andreeva, as cited by Bloomberg, said.

Greece has been locked in negotiations with its creditors over a
demand that Athens legislate additional austerity steps equal to
2% of gross domestic product that would kick in if budget targets
are missed, Bloomberg relays.  This is in addition to a package
of "upfront" measures it agreed to as part of a July 2015
bailout, Bloomberg notes.  The latest assessment of its aid terms
is already six months behind schedule, raising renewed doubts
about whether it will secure emergency loans soon enough to avert
a default in July when bonds held by the European Central Bank
come due, Bloomberg discloses.

Greece and its creditors have nearly sealed an agreement on the
package of upfront measures, which includes pension-system and
income-tax reform and how to treat non-performing loans of the
banking sector, leaving the two sides to work on the contingency
proposals, Bloomberg relates.  This remains the focus, European
Commission Vice President Valdis Dombrovskis, as cited by
Bloomberg, said after meeting Italian Finance Minister Pier Carlo
Padoan in Rome on April 28.



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I R E L A N D
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INOVYN LTD: Moody's Assigns Provisional B2 CFR, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service has assigned a provisional (P)B2
corporate family rating to chemical company Inovyn Limited.
Concurrently, Moody's has assigned a (P)B2 rating to the senior
secured facilities borrowed by Inovyn Finance Plc (formerly
Kerling Limited and Kerling plc), a subsidiary of INOVYN,
comprising a EUR240 million term loan A and a term loan B sized
up to EUR835 million, all of which rank pari-passu.  The outlook
on all ratings is stable.

"We have assigned a provisional (P)B2 corporate family rating to
INOVYN to reflect our expectation that it will maintain the
strong operating performance seen in 2015.  We anticipate that
the company's EBITDA margin, leverage and free cash flow will
continue to improve in 2016", says Douglas Crawford, VP-Sr Credit
officer.

INOVYN is a holding company formed on July 1, 2015, as a joint
venture between INEOS Group Investments Limited (unrated) and a
subsidiary of Solvay S.A. (Baa2, negative) to hold the former
Kerling's chlorvinyls and related businesses, and Solvay's vinyl
assets, which are part of Solvin, as well as its chlor chemicals
business.  INOVYN's shareholders have signed a binding agreement
that will result in INEOS taking full control of the group by
2017, subject to receipt of relevant competition authority
approvals.

The proceeds of the loans will be used to refinance the company's
EUR785 million notes due February 2017, as well as to pay out the
EUR335 million exit payment to Solvay.  Should the transaction
not occur before March 31, 2017, after which time the Solvay exit
agreement automatically expires, EUR335 million will be repaid to
the lenders.

Inovyn Finance Plc's Caa1 CFR, Caa1-PD probability of default
rating, and the Caa1 rating on the existing senior secured notes
will remain under review for upgrade.  Upon the completion of the
transaction and repayment of its outstanding debt, Moody's
expects to withdraw the CFR and instrument ratings of Inovyn
Finance Plc (formerly Kerling Limited and Kerling plc).

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 rating assignment reflects Moody's view that INOVYN's 2016
operating performance will remain strong, with an adjusted EBITDA
margin of at least 14%, on the back of continued positive
industry trends and cost-synergies; approximately EUR50 million
of run-rate costs synergies were already achieved as of March 31,
2016, compared to a reported EBITDA of EUR465 million for the
last 12 months (LTM).  The rating agency expects that the
company's Moody's-adjusted gross leverage will stand at
approximately 3.7x pro-forma of the refinancing transaction and
to remain below 4.0x in 2016, which is commensurate with a single
B-rated company.

The assignment of a provisional (P)B2 CFR and provisional (P)B2
ratings on its term loan A and B follows INOVYN's strong
operating performance in 2015, which Moody's expects to continue
in the next 12 to 18 months.  The company's strong performance in
2015 was mainly achieved on the back of (1) a robust Suspension
PVC margin, improved by outages and high operating rates
following the closure of the Schkopau plant; (2) the weak euro,
which boosted polyvinyl chloride (PVC) export margin; and (3)
stronger caustic soda prices.

Kerling's business, before the joint venture formation on July 1,
2015, already performed strongly in the first six months of 2015.
Based on the LTM ended June 30, 2015, Kerling had an EBITDA and
EBITDA margin on a Moody's-adjusted basis of EUR257 million, and
10.8%, respectively, compared to EUR160 million, and 6.5% in
FY2014, respectively.  This led to a significant decrease in
Moody's-adjusted leverage to 5.2x from 8.4x over the same period.

Moody's estimates that INOVYN's pro-forma Moody's-adjusted
EBITDA, EBITDA margin and leverage were EUR425 million-EUR440
million, 13.5%-14% and 3.0x in FY2015.  Moody's also estimates
that the joint venture transaction had a deleveraging impact of
approximately 1.0x turn; the Solvay assets were transferred on a
debt free basis, at the exception of EUR163 million related to
pensions, but accounted for at least 50% of INOVYN's FY2015
EBITDA.

Moody's views INOVYN's liquidity as adequate with (1) EUR63
million of cash on balance sheet as of March 31, 2016: (2)
approximately EUR245 million available under its EUR300 million
securitisation facility due July 2018; and (3) expected positive
free-cash flow (FCF) generation with FCF/Debt between 6% to 9% in
the next 12 to 18 months, despite additional capital expenditures
of approximately EUR100 million to be spent on its mercury-based
plants in Lillo and Stenungsund.

The (P)B2 CFR reflects (1) that the group is the number one PVC
player in the European market, and has integrated and well-
invested production facilities at its major sites located in
Germany, the UK, Norway, Sweden, Belgium and France, which are
largely converted to the more competitive membrane production
technology; (2) that the company is a solid low-cost producer
benefitting from a good track record of cost-cutting
implementation in the Ineos family, with expected cost savings of
EUR150 million per year to be achieved by year-end 2017 compared
to Moody's expectation of a reported EBITDA of approximately
EUR450 million; (3) that the company is expected to benefit from
a recovering European PVC market; and (4) INOVYN's favourable
long-term feedstock arrangements with strategic suppliers and
partners, including Ineos Group Holdings SA (B1 stable).

However, the rating also incorporates the group's significant
exposure to a cyclical European PVC market environment and
caustic soda prices.  The inherent cyclicality of the business
and its exposure to volatile raw materials (mainly ethylene)
represent a structural weakness of the issuer's credit profile,
as historically evidenced by volatile earnings displayed through
the cycle.  Moody's notes that the high degree of cyclicality of
the issuer's revenues and operating cash flows derives from the
composition of its portfolio, which is geared towards PVC, a
commodity chemical highly exposed to applications in the
construction and building material markets.

In addition, the rating also reflects: (1) the company's limited
product diversification; (2) risk related to the implementation
of the restructuring program following the recent joint venture
transaction; (3) capital expenditure requirements related to its
mercury based plants, that are required to be converted into a
membrane cell by year-end 2017 according to the EU regulation;
and (4) the company's shareholder-friendly policy.

                   RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's view that INOVYN will
continue to operate at satisfactory margin levels, successfully
implement its cost-savings program in a timely matter and will
continue to generate positive free cash flow.  It also assumes
that the company successfully refinances its debt due February
2017 and maintains adequate liquidity.

                WHAT COULD CHANGE THE RATING UP/DOWN

The ratings could be upgraded if (1) the company's Moody's-
adjusted EBITDA margin were to rise sustainably in the mid-teens;
and (2) it were to reduce its Moody's-adjusted Debt/EBITDA to
less than 3.0x on a sustained basis and substantially reduces
debt.

Conversely, INOVYN's ratings could be downgraded if its
performance were to deteriorate such that (1) the company's
Moody's-adjusted EBITDA margin falls below 10% for a prolonged
period; (2) the criteria for the stable outlook are not met; or
(3) its Moody's adjusted Debt/EBITDA rises above 4.0x on a
persistent basis.

The principal methodology used in these ratings was Global
Chemical Industry Rating Methodology published in December 2013.

INOVYN Limited is a leading pan-European polyvinyl chloride (PVC)
and caustic soda producer, with additional positions in salt and
brine.  It was formed on July 1, 2015 as a joint-venture between
INEOS Group Investments Limited (unrated) and a subsidiary of
Solvay S.A.  For the 12 months ended Dec. 31, 2015, on an un-
audited basis, INOVYN had Post-Remedy Revenue (after the sale of
Kerling-owned assets to International Chemical Investors Group
(ICIG, unrated) in August 2015) of approximately EUR3.1 billion,
and Post-Remedy Adjusted EBITDA before exceptionals of EUR429
million.



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I T A L Y
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POPOLARE DI MILANO: Egan-Jones Assigns BB+ Sr. Unsec. Rating
------------------------------------------------------------
Egan-Jones Rating Company assigned BB+ senior unsecured rating on
debt issued by Banca Popolare Di Milano on April 27, 2016.

Based in Milan, Italy, Banca Popolare di Milano Scarl (BPM)
attracts deposits and offers commercial banking services.  The
Bank offers brokerage, trust, lease financing, asset management,
private banking, and factoring services, manages mutual funds,
and offers insurance services.  BPM serves its customers through
a branch network located primarily in Italy, London, and New
York.



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


KAMAZ PTC: Moody's Lowers CFR to B1, Outlook Negative
-----------------------------------------------------
Moody's Investors Service has downgraded to B1 from Ba3 the
corporate family rating and to B1-PD from Ba3-PD the probability
of default rating (PDR) of KAMAZ PTC (Kamaz), a government-
controlled leading Russian truck producer.  The outlook on the
ratings is negative.

The downgrade factors in these drivers:

   -- deterioration in Kamaz's standalone credit profile
   -- Its reliance on government support
   -- The company's exposure to further weakness of the Russian
      economy and domestic truck market

The action concludes the rating review initiated by Moody's on
March 10, 2016, and follows Moody's confirmation of Russia's Ba1
government bond with a negative outlook on April 22, 2016. For
additional information, please refer to the related announcement:

                      http://is.gd/oH1AkP


                         RATINGS RATIONALE

The downgrade of Kamaz's rating to B1 from Ba3 was triggered by
deterioration in Kamaz's standalone creditworthiness, as measured
by the company's baseline credit assessment (BCA), to caa1 from
b3 under Moody's government-related issuer (GRI) methodology.
That said, Kamaz's B1 rating continues to factor in sizeable
uplift to its caa1 BCA, given Moody's assumption of the strong
probability of state support in the event of financial distress.

The deterioration of Kamaz's standalone creditworthiness has been
driven by the severe and rapid deterioration of the domestic
truck market on the back of Russia's weakening economy, as
captured by the negative outlook on the sovereign rating.
According to different industry sources, the market further
contracted by approximately 42% in 2015 after a 25% contraction
in 2014.

In addition to market weakness and contracted sales volumes,
Kamaz's profitability and cash generation were also negatively
affected by a significant depreciation of the Russian rouble in
2014-15.  This increased costs as some truck components are
priced in hard currency, while the bulk of the company's revenue
is generated in roubles.  As a result, in 2015, Kamaz's EBITDA
and EBITA turned negative, despite the company's focus on cost
savings, efforts to pass higher costs onto customers through
price increases, and some growth in exports.

Accordingly, Kamaz's end-2015 leverage, measured as adjusted
debt/EBITDA, rose to double-digit negative levels.  This follows
its placement of two 15-year domestic bonds of RUB5 billion each
in August and December 2015, under the state guarantee, to
finance its modernization program.  The risk of elevated leverage
is somewhat mitigated by Kamaz's long-term debt maturity profile
and in particular by the government's support, with the company's
debt being predominantly guaranteed by the government or issued
by the government and government-controlled banks.

Given the continued economic weakness in Russia, we expect only a
marginal recovery, if any, in the company's financial profile in
the next 12-18 months, with EBITDA margins to return to low
single digits.  The government's day-to-day support to Kamaz,
ranging from demand-supportive measures to investment and
liquidity funding, is the key factor driving the expected
improvements, even if these improvements would be limited.

Moody's assumes that the Russian government's guarantee of RUB35
billion, of which RUB10 billion covered Kamaz's domestic bonds
issued in 2015, will cover any new debt that Kamaz takes on to
fund capex, and that this debt will be fully incurred during
2016-17.  As such, Moody's expects the company's total leverage
to remain elevated in the medium term.  However, Moody's
considers that government-related and/or government-guaranteed
debt will continue to dominate Kamaz's debt portfolio.

                 RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook on Kamaz's rating reflects the pressured
standalone credit quality and the negative outlook on the Russian
sovereign rating.  A further weakening of Russia's operating
environment and hence of the Russian truck market may result in
further deterioration of the company's very weak financial
profile and liquidity position.

               WHAT COULD CHANGE THE RATING DOWN/UP

Kamaz's rating could be downgraded if (1) Russia's sovereign
rating were downgraded; (2) the company's key market were to show
no material recovery and its financial and/or liquidity profile
were to deteriorate, further challenging its business operations
and debt service capacity; or (3) the probability were to fall of
government extraordinary support being extended to Russian GRIs
and/or Kamaz, in particular in the event of financial distress.

Given the negative outlook and operational weakness Moody's does
not envisage positive pressure on Kamaz's rating in the next
12 to 18 months.

                     PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.  Other
methodologies used include the Government-Related Issuers
methodology published in October 2014.

KAMAZ PTC is a leading player in the Russia market producing a
wide range of commercial vehicles, including trucks, trailers,
tow tractors and buses.  Russia's 100% state-owned investment
holding State Corporation Rosstechnologii (RosTec, not rated)
holds a 49.9% stake in Kamaz.  In 2015, Kamaz generated revenue
of RUB97.5 billion ($1.6 billion).


KAZAKHSTAN ENGINEERING: Moody's Cuts CFR to B1, Outlook Negative
----------------------------------------------------------------
Moody's Investors Service has downgraded to B1 from Ba3 the
corporate family rating of JSC NC Kazakhstan Engineering (KE), a
state-controlled Kazakhstan defence company.  Moody's has also
downgraded the company's probability of default rating (PDR) to
B1-PD from Ba3-PD, and the rating of its three-year $200 million
notes due 2016 to B1 (LGD4) from Ba3 (LGD4).  The outlook on all
the ratings is negative.

Concurrently, Moody's placed under review direction uncertain
KE's Baa3.kz national scale rating (NSR).  The NSR is being
placed under review direction uncertain pending a potential
revision of the Kazakhstan's NSR map.

The action factors in the key drivers:

   -- state-owned KE's strong link with the recently-downgraded
      Kazakhstan government

   -- the company's reliance on the government for financial
      support

   -- its very weak standalone credit quality, high refinancing
      Risk

The action concludes the rating review initiated by Moody's on
March 10, 2016, and follows the downgrade of Kazakhstan's
government bond rating a negative outlook on April 22, 2016.
For additional information, please refer to the related
announcement: http://is.gd/0frR4j

                         RATINGS RATIONALE

The downgrade of KE's ratings is driven by the weakening of
Kazakhstan's credit profile, as captured by the sovereign's
downgrade, as well as the company's weak standalone credit
standing.  KE is a government-related issuer (GRI) because it is
controlled by the Kazakhstan government.

The downgrade of KE's ratings reflects the company's strong
linkages with the Kazakhstan sovereign, the strong probability of
potential extraordinary state support embedded within KE's
ratings, and their consequent high sensitivity to changes in
sovereign creditworthiness under Moody's rating methodology for
GRIs.

Moody's confirmed the strong probability of the state support,
given the strategic importance of KE's defense business to the
government.  However, the amount of government support has been
reduced to two notches from KE's baseline credit assessment (BCA)
of b3, which measures the company's standalone credit quality, to
reflect the weaker sovereign creditworthiness.  The reduced
uplift to the BCA brings KE's ratings to B1.

KE's standalone credit profile remains very weak, with the b3 BCA
under pressure from KE's weak liquidity and heightened
refinancing risk related to its $200 million Eurobond due 2016.
KE's dollar-denominated cash reserves covered just a part of the
December-2016 bond maturity, while KE's cash-generation capacity
remains insufficient to cover the gap, given (1) the currency
mismatch between KE's dollar-denominated debt and tenge-
denominated revenue against the background of the depreciating
tenge; and (2) the weakening macroeconomic environment.

To address the liquidity gap, KE will likely need support from
its sole shareholder, Kazakh sovereign wealth fund, Samruk-
Kazyna, or the government of Kazakhstan.  KE's b3 BCA also
factors in Moody's view that the challenging environment
predicates a further short-term deterioration of KE's already
weak financial metrics and limits their improvement in the medium
term.

The BCA positively factors in KE's status as the single domestic
defense procurement operator for the MoD, which is likely to
translate into a higher revenue base and allow the company to
negotiate better contract terms and improvement in prices with
the MoD in the long term.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook on KE's ratings reflect both the pressures
on its BCA from KE's weak liquidity and the negative outlook on
the Kazakhstan sovereign rating.

WHAT COULD CHANGE THE RATING DOWN/UP

KE's ratings are likely to be downgraded if (1) there is a
downgrade of Kazakhstan's sovereign rating and the company fails
to (i) proactively address refinancing risk related to its
maturing notes and (ii) deleverage in 2016; or (2) Moody's
revises downwards its assessment of the probability of the
Kazakhstan government providing extraordinary support to KE in
the event of financial distress.

Given the negative outlook on the company's ratings, Moody's does
not see positive pressure building on KE's rating in the next 12-
18 months.  The rating agency could change its outlook on the
company's ratings to stable, if (1) Kazakhstan's sovereign rating
and Moody's assumptions of state support for KE do not worsen;
and (2) KE's liquidity improves as a result of (i) successful
refinancing of its notes due December 2016 and (ii) deleveraging
toward 5.0x debt/EBITDA.

POTENTIAL MAPPING RECALIBRATION FROM GLOBAL SCALE TO NATIONAL
SCALE RATINGS

National scale ratings (NSRs) are being placed under review
direction uncertain pending a potential revision of the
Kazakhstan's NSR map.  Following the recent downgrade of
Kazakhstan's sovereign rating, the current mapping of global
scale ratings to national scale ratings may no longer adequately
serve one of its intended purposes, which is to provide greater
credit differentiation among issuers in Kazakhstan than is
possible on the global rating scale.  As a result, the lowest
global scale rating that maps to Aaa.kz is likely to fall to Baa3
in line with the new country ceiling, and the new map is likely
to associate higher NSRs with a given global scale rating than
does the current map.  Assuming the map is revised in line with
current expectations, Moody's would anticipate that the majority
of NSRs being placed under review will be confirmed at their
current levels when the reviews conclude, though a small number
may be upgraded or downgraded.

                      PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014.

Moody's National Scale Credit 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 credit 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 ".za" for South Africa.

JSC NC Kazakhstan Engineering (KE) is a state-controlled holding
company consolidating the machinery building and engineering
enterprises in Kazakhstan, which primarily service the domestic
defense sector.  In the last twelve months to June 2015, KE
generated revenue of KZT35.2 billion (around $191.6 million) and
had adjusted EBIT of KZT5.4 billion (around $29.0 million).



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L U X E M B O U R G
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ARDAGH PACKAGING: Moody's Hikes Corporate Family Rating to B2
-------------------------------------------------------------
Moody's Investors Service upgraded the corporate family rating
(CFR) of Ardagh Packaging Group Ltd (Ardagh), a leading global
supplier of glass and metal containers, to B2 from B3 and its
probability of default rating (PDR) to B2-PD from B3-PD. The
outlook on all the ratings is stable.

The upgrade primarily reflects the following drivers:

-- Ardagh's significant scale and market position across its
    core European and US markets, following the company's
    acquisition of the Ball/Rexam divestment assets

-- Continuing synergies, cost saving improvements and capital
    investment, which Moody's expects will drive strongly
    improving cashflow over the next 12-24 months

Concurrently, Moody's has assigned a provisional (P)Ba3 rating to
the new USD2,000 million (equivalent) senior secured notes due
2023 and a (P)B3 rating to the new USD850 million (equivalent)
senior unsecured notes due 2024 issued by Ardagh Packaging
Finance plc. Proceeds from these notes will fund the acquisition
of divestment assets by Ball Corporation (Ba1 stable) following
its acquisition of Rexam PLC (Baa3 under review for downgrade).
The funds will be placed into escrow pending completion, which
will take place following regulatory approval by the competition
authorities expected mid 2016.

Moody's also upgraded to B3 from Caa1 the ratings of the existing
senior unsecured notes issued by Ardagh Packaging Finance plc,
affirmed the Ba3 ratings of the existing senior secured Term
Loan B borrowed at Ardagh Holdings USA Inc., affirmed the Ba3 the
ratings of the existing senior secured notes issued by Ardagh
Packaging Finance plc and affirmed the Caa2 ratings of the senior
unsecured PIK notes issued by Ardagh Finance Holdings S.A.

Moody's issues provisional ratings in advance of the final sale
of securities. Upon a conclusive review of the final
documentation, Moody's will endeavor to assign definitive ratings
to the new senior secured and senior unsecured notes. Definitive
ratings may differ from provisional ratings.

RATINGS RATIONALE

The upgrade of Ardagh's CFR takes into account the company's
significant scale and market position across its core markets in
Europe and the US, following the acquisition of the Ball/Rexam
divestment assets. It also considers the continuing synergies
from Ardagh's acquisition of Verallia North America in 2014, cost
savings in the company's European metal packaging business and
the USD220 million capital investment in two new can plants in
the US, which Moody's expects will drive strongly improving
cashflow over the next 12-24 months.

The B2 CFR reflects: (1) the relatively low cyclicality of food
and beverage end markets, which account for over 90% of the
combined group revenues and provides a floor to volumes; (2) the
balanced geographic profile of the group across Europe and the
US; (3) the substrate diversification in terms of raw material
requirements and the expectation that Ardagh will generate
material synergies in the region of $50 million through to the
end of 2018 from the inclusion of the acquired Ball/Rexam assets;
and (4) positive trading performance, reflected in cash balances
reaching around EUR1 billion by the end of 2017.

The rating also incorporates: (1) the high leverage, expected to
be around 7.4x on a Moody's-adjusted basis immediately after the
transaction; (2) the higher share of commoditized products for
which pricing pressure will need to be offset by cost/efficiency
improvements; (3) the highly competitive operating environment
with pricing and some volume pressure, particularly in the more
commoditized metals business; and (4) Moody's view that the
transaction will incorporate some execution risk and uncertainty
over the timing and amount of synergies that will be realised
from the acquisition, while acknowledging that Ardagh has
demonstrated a proven track record of successfully integrating
sizable acquisitions.

Moody's considers Ardagh's liquidity profile as good, based on
strong internal cash generation, which is sufficient to cover
seasonal swings in working capital of approximately EUR150
million in the busy summer months and annual maintenance capex of
approximately EUR200 million per annum. Liquidity is supported by
cash available on balance sheet expected to be approximately
EUR270 million at close and further supported by the company's
EUR150 million securitization facility with HSBC and net
availability of USD155 million (EUR143 million) under its Bank of
America facility, both of which are expected to have significant
levels of headroom.

The existing senior secured notes and senior secured term loan B
are affirmed at Ba3 reflecting the material amount of additional
senior secured debt following the transaction and the ratings to
the existing senior unsecured notes are upgraded to B3,
reflecting the upgrade to the CFR. The senior unsecured PIK notes
are affirmed at Caa2 reflecting the material increase in debt
that ranks ahead of them.

RATIONALE FOR THE STABLE OUTLOOK

The rating outlook is stable reflecting Moody's expectation that
Ardagh will not enter into further debt-financed acquisitions
that would result in an increase in leverage, or fund further
dividend payments until operational stability has been achieved
with the Ball/Rexam disposal assets being integrated into the
overall business. The stable outlook also incorporates Moody's
expectation that Ardagh will gradually deleverage over the next
12-18 months and that the anticipated build-up of cash will be
used to reduce debt.

WHAT COULD CHANGE THE RATING UP/DOWN

Given Ardagh's current weak positioning in the B2 category, near-
term upward pressure on the company's ratings is unlikely.
However, the ratings could come under positive pressure should
Ardagh be able to reduce adjusted debt/EBITDA sustainably below
5.5x and maintain free cash flow to debt above 5%.

The ratings could come under negative pressure should the company
fail to meet the conditions for a stable outlook, or if adjusted
debt/EBITDA fails to reduce below 7.0x in the next 12-24 months.

Ardagh Packaging Group, registered in Luxembourg, is a leading
supplier of glass and metal containers. Pro forma for the
acquisition of the Ball/Rexam assets, the company generated sales
of approximately EUR7.8 billion in 2015.



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


CONTEGO CLO III: Moody's Assigns Ba2 Rating to Cl. E Notes
----------------------------------------------------------
Moody's Investors Service announced that it has assigned these
definitive ratings to notes issued by Contego CLO III B.V.:

  EUR178,500,000 Class A Senior Secured Floating Rate Notes due
   2029, Definitive Rating Assigned Aaa (sf)
  EUR38,500,000 Class B Senior Secured Floating Rate Notes due
   2029, Definitive Rating Assigned Aa2 (sf)
  EUR17,250,000 Class C Senior Secured Deferrable Floating Rate
   Notes due 2029, Definitive Rating Assigned A2 (sf)
  EUR14,750,000 Class D Senior Secured Deferrable Floating Rate
   Notes due 2029, Definitive Rating Assigned Baa2 (sf)
  EUR18,500,000 Class E Senior Secured Deferrable Floating Rate
   Notes due 2029, Definitive Rating Assigned Ba2 (sf)

                        RATINGS RATIONALE

Moody's definitive rating of the rated notes addresses the
expected loss posed to noteholders by legal final maturity of the
notes in 2029.  The definitive ratings reflect the risks due to
defaults on the underlying portfolio of loans given the
characteristics and eligibility criteria of the constituent
assets, the relevant portfolio tests and covenants as well as the
transaction's capital and legal structure.  Furthermore, Moody's
is of the opinion that the collateral manager, Five Arrows
Managers LLP, has sufficient experience and operational capacity
and is capable of managing this CLO.

Contego CLO III B.V. is a managed cash flow CLO.  At least 90% of
the portfolio must consist of secured senior obligations and up
to 10% of the portfolio may consist of senior unsecured
obligations, second-lien loans, high yield bonds and mezzanine
obligations.  The portfolio is approximately 81% ramped up as of
the closing date and to be comprised predominantly of corporate
loans to obligors domiciled in Western Europe.  The remainder of
the portfolio will be acquired during the three month ramp-up
period in compliance with the portfolio guidelines.

Five Arrows, a Rothschild Group company, will manage the CLO.  It
will direct the selection, acquisition and disposition of
collateral on behalf of the Issuer and may engage in trading
activity, including discretionary trading, during the
transaction's four-year reinvestment period.  Thereafter,
purchases are permitted using principal proceeds from unscheduled
principal payments and proceeds from sales of credit improved and
credit impaired obligations, and are subject to certain
restrictions.

In addition to the five classes of notes rated by Moody's, the
Issuer issued EUR 40,300,000 of subordinated notes.  Moody's will
not assign ratings to this class of notes.

The transaction incorporates interest and par coverage tests
which, if triggered, divert interest and principal proceeds to
pay down the notes in order of seniority.

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

The rated notes' performance is subject to uncertainty.  The
notes' performance is sensitive to the performance of the
underlying portfolio, which in turn depends on economic and
credit conditions that may change.  Five Arrows' investment
decisions and management of the transaction will also affect the
notes' performance.

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
December 2015.  The cash flow model evaluates all default
scenarios that are then weighted considering the probabilities of
the binomial distribution assumed for the portfolio default rate.
In each default scenario, the corresponding loss for each class
of notes is calculated given the incoming cash flows from the
assets and the outgoing payments to third parties and
noteholders.  Therefore, the expected loss or EL for each tranche
is the sum product of (i) the probability of occurrence of each
default scenario and (ii) the loss derived from the cash flow
model in each default scenario for each tranche.

Moody's used these base-case modeling assumptions:

  Par Amount: EUR 300,000,000
  Diversity Score: 36
  Weighted Average Rating Factor (WARF): 2735
  Weighted Average Spread (WAS): 3.95%
  Weighted Average Coupon (WAC): 4.25%
  Weighted Average Recovery Rate (WARR): 44.5%
  Weighted Average Life (WAL): 8 years

Moody's has analyzed the potential impact associated with
sovereign related risk of peripheral European countries.  As part
of the base case, Moody's has addressed the potential exposure to
obligors domiciled in countries with local currency country risk
ceiling of A1 or below.  Following the effective date, and given
the portfolio constraints, only up to 10% of the pool can be
domiciled in countries with foreign currency government bond
rating below A3.  Given this portfolio composition, there were no
adjustments to the target par amount, as further described in the
methodology.

Stress Scenarios:

Together with the set of modelling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the provisional rating
assigned to the rated notes.  This sensitivity analysis includes
increased default probability relative to the base case.  Below
is a summary of the impact of an increase in default probability
(expressed in terms of WARF level) on each of the rated notes
(shown in terms of the number of notch difference versus the
current model output, whereby a negative difference corresponds
to higher expected losses), holding all other factors equal:

  Percentage Change in WARF: WARF + 15% (to 3145 from 2735)
  Ratings Impact in Rating Notches:
  Class A Senior Secured Floating Rate Notes: 0
  Class B Senior Secured Floating Rate Notes: -2
  Class C Senior Secured Deferrable Floating Rate Notes: -2
  Class D Senior Secured Deferrable Floating Rate Notes: -2
  Class E Senior Secured Deferrable Floating Rate Notes: -1

  Percentage Change in WARF: WARF +30% (to 3556 from 2735)
  Ratings Impact in Rating Notches:
  Class A Senior Secured Floating Rate Notes: -1
  Class B Senior Secured Floating Rate Notes: -3
  Class C Senior Secured Deferrable Floating Rate Notes: -3
  Class D Senior Secured Deferrable Floating Rate Notes: -2
  Class E Senior Secured Deferrable Floating Rate Notes: -2

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in December 2015.


ELM PARK: Moody's Assigns (P)B2(sf) Rating to Class E Debt
----------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Elm Park
CLO Designated Activity Company:

  EUR324,500,000 Class A-1 Senior Secured Floating Rate Notes due
  2029, Assigned (P)Aaa (sf)

  EUR60,500,000 Class A-2 Senior Secured Floating Rate Notes due
  2029, Assigned (P)Aa2 (sf)

  EUR42,500,000 Class B Senior Secured Deferrable Floating Rate
  Notes due 2029, Assigned (P)A2 (sf)

  EUR26,250,000 Class C Senior Secured Deferrable Floating Rate
  Notes due 2029, Assigned (P)Baa2 (sf)

  EUR33,500,000 Class D Senior Secured Deferrable Floating Rate
  Notes due 2029, Assigned (P)Ba2 (sf)

  EUR14,000,000 Class E Senior Secured Deferrable Floating Rate
  Notes due 2029, Assigned (P)B2 (sf)

Moody's issues provisional ratings in advance of the final sale
of financial instruments, but these ratings only represent
Moody's preliminary credit opinions. Upon a conclusive review of
a transaction and associated documentation, Moody's will endeavor
to assign definitive ratings. A definitive rating (if any) may
differ from a provisional rating.

RATINGS RATIONALE

Moody's provisional rating of the rated notes addresses the
expected loss posed to noteholders by legal final maturity of the
notes in 2029. The provisional ratings reflect the risks due to
defaults on the underlying portfolio of loans given the
characteristics and eligibility criteria of the constituent
assets, the relevant portfolio tests and covenants as well as the
transaction's capital and legal structure. Furthermore, Moody's
is of the opinion that the collateral manager, Blackstone / GSO
Debt Funds Management Europe Limited, has sufficient experience
and operational capacity and is capable of managing this CLO.

Elm Park CLO Designated Activity Company is a managed cash flow
CLO. At least 90% of the portfolio must consist of secured senior
obligations and up to 10% of the portfolio may consist of
unsecured senior loans, second lien loans, mezzanine obligations,
high yield bonds and/or first lien last out loans. The portfolio
is expected to be 75% ramped up as of the closing date and to be
comprised predominantly of corporate loans to obligors domiciled
in Western Europe. This initial portfolio will be acquired by way
of participations which are required to be elevated as soon as
reasonably practicable. The remainder of the portfolio will be
acquired during the three month ramp-up period in compliance with
the portfolio guidelines.

Blackstone / GSO Debt Funds Management Europe Limited will manage
the CLO. It will direct the selection, acquisition and
disposition of collateral on behalf of the Issuer and may engage
in trading activity, including discretionary trading, during the
transaction's four-year reinvestment period. Thereafter,
purchases are permitted using principal proceeds from unscheduled
principal payments and proceeds from sales of credit impaired
obligations, and are subject to certain restrictions.

In addition to the six classes of notes rated by Moody's, the
Issuer will issue EUR 56,930,000 of subordinated notes. Moody's
will not assign a rating to this class of notes.

The transaction incorporates interest and par coverage tests
which, if triggered, will divert interest and principal proceeds
to pay down the notes in order of seniority.

Loss and Cash Flow Analysis:

Moody's modeled the transaction using CDOEdge, a cash flow model
based on the Binomial Expansion Technique, as described in
Section 2.3 of the "Moody's Global Approach to Rating
Collateralized Loan Obligations" rating methodology published in
December 2015. The cash flow model evaluates all default
scenarios that are then weighted considering the probabilities of
the binomial distribution assumed for the portfolio default rate.
In each default scenario, the corresponding loss for each class
of notes is calculated given the incoming cash flows from the
assets and the outgoing payments to third parties and
noteholders. Therefore, the expected loss or EL for each tranche
is the sum product of (i) the probability of occurrence of each
default scenario and (ii) the loss derived from the cash flow
model in each default scenario for each tranche.

Moody's used the following base-case modeling assumptions:

Par Amount: EUR 550,000,000

Diversity Score: 38

Weighted Average Rating Factor (WARF): 2800

Weighted Average Spread (WAS): 4.10%

Weighted Average Coupon (WAC): 5.00%

Weighted Average Recovery Rate (WARR): 43.0%

Weighted Average Life (WAL): 8 years

Stress Scenarios:

Together with the set of modelling assumptions above, Moody's
conducted an additional sensitivity analysis, which was an
important component in determining the rating assigned to the
rated notes. This sensitivity analysis includes increased default
probability relative to the base case. Below is a summary of the
impact of an increase in default probability (expressed in terms
of WARF level) on each of the rated notes (shown in terms of the
number of notch difference versus the current model output,
whereby a negative difference corresponds to higher expected
losses), holding all other factors equal:

Percentage Change in WARF: WARF + 15% (to 3220 from 2800)

Ratings Impact in Rating Notches:

Class A-1 Senior Secured Floating Rate Notes: 0

Class A-2 Senior Secured Floating Rate Notes: -2

Class B Senior Secured Deferrable Floating Rate Notes: -2

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -1

Class E Senior Secured Deferrable Floating Rate Notes: 0

Percentage Change in WARF: WARF +30% (to 3640 from 2800)

Ratings Impact in Rating Notches:

Class A-1 Senior Secured Floating Rate Notes: -1

Class A-2 Senior Secured Floating Rate Notes: -3

Class B Senior Secured Deferrable Floating Rate Notes: -3

Class C Senior Secured Deferrable Floating Rate Notes: -2

Class D Senior Secured Deferrable Floating Rate Notes: -2

Class E Senior Secured Deferrable Floating Rate Notes: -2

Further details regarding Moody's analysis of this transaction
may be found in the upcoming pre-sale report, available soon on
Moodys.com.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Global Approach to Rating Collateralized Loan Obligations"
published in December 2015.

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

The rated notes' performance is subject to uncertainty. The
notes' performance is sensitive to the performance of the
underlying portfolio, which in turn depends on economic and
credit conditions that may change. Blackstone / GSO Debt Funds
Management Europe Limited's investment decisions and management
of the transaction will also affect the notes' performance.



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


AHML INSURANCE: Moody's Reviews Ba2 IFS Rating for Downgrade
------------------------------------------------------------
Moody's Investors Service announced that it is continuing its
review for downgrade of AHML Insurance's Ba2 insurance financial
strength rating. AHMLI is a subsidiary of the Agency for Housing
Mortgage Lending JSC ("AHML JSC", Ba1 negative), which in turn is
wholly owned by the Russian Federal Government.

This rating action follows Moody's recent confirmation of
Russia's Ba1 government bond rating and AHML JSC's Ba1 issuer
rating and change of respective outlooks to negative (from review
for downgrade), reflecting the Russian economy's resilience to
the renewed drop in oil prices early this year due to an
effective blend of macro policy responses. For additional
information, please refer to the related announcements:

Moody's confirms Russia's Ba1 sovereign rating; outlook negative:

                      http://is.gd/oH1AkP

and Moody's confirms ratings of 26 Russian financial institutions

                      http://is.gd/7UkdKr


RATINGS RATIONALE

Moody's maintains AHMLI's financial strength rating at Ba2 based
on the recent confirmation of the parent's rating. AHMLI's rating
reflects a b2 standalone assessment plus three notches of rating
uplift based on AHML JSC's parental support. The ratings of AHMLI
and its parent are closely linked as the two entities share a
public policy mission to promote mortgage lending and increase
housing affordability in Russia.

AHMLI's rating remains under review for downgrade to reflect
meaningful changes at the company and uncertainty about its
future role. AHMLI has recently shed most of its personnel and
centralized its administrative services with the parent.
Furthermore, the lending market for high loan-to-value mortgages
(i.e., those that typically carry mortgage insurance) is still
frozen.

Moody's will use the review period to evaluate management's plans
for AHMLI and its policyholders going forward.

WHAT COULD CHANGE THE RATING DOWN

The following factors would likely lead to a downgrade of AHMLI's
rating: (i) management chooses and executes a plan that weakens
policyholders' protection; (ii) the parent decides to repatriate
significant amounts of capital from AHMLI; (iii) a downgrade of
AHML JSC or reduced government support for the mortgage insurance
market; (iv) ballooning of mortgage delinquencies beyond those
experienced in the 2008-09 crisis; and/or (v) adjusted risk-to-
capital ratio significantly greater than 10x (adjusted for
nonprime loans and RMBS insured exposure).

WHAT COULD CHANGE THE RATING UP

An upgrade in the near term is unlikely given that the rating is
under review for downgrade. However, the following factors could
lead to a confirmation of the rating: (i) management pursues a
plan that affirms policyholders' protection, (ii) the parent
continues to show a commitment to providing implicit or explicit
support to AHMLI.

The following rating remains under review for downgrade:

AHML Insurance -- Ba2 financial strength.

AHML Insurance, based in Moscow, Russia, writes mortgage
insurance and reinsurance in all regions of Russia. The company
was established in 2010 with a public policy mission to develop
the mortgage insurance market, institute legal and regulatory
framework and standards for mortgage insurance, and create
innovative insurance products.


ALROSA PJSC: Moody's Hikes Corporate Family Rating to Ba1
---------------------------------------------------------
Moody's Investors Service has upgraded Russian diamond mining
company ALROSA PJSC's corporate family rating (CFR) to Ba1 from
Ba2 and probability of default rating (PDR) to Ba1-PD from Ba2-
PD. The outlook on these ratings is negative.

At the same time, Moody's confirmed the Ba2 CFR and Ba2-PD PDR of
JSC Holding Company METALLOINVEST (Metalloinvest) and the Ba3
CFRs and Ba3-PD PDRs of SUEK PLC and Nord Gold N.V., all of which
are mining companies. The outlook is stable on Metalloinvest's
and SUEK's ratings, and positive on Nord Gold's ratings.

The actions conclude the rating reviews initiated by Moody's on
January 22, 2016.

RATINGS RATIONALE

The confirmation of the ratings of Metalloinvest, Nord Gold and
SUEK reflects the companies' strong business profiles; low-cost
position, which supports their competitiveness in international
markets; high profitability; solid/adequate liquidity and Moody's
expectation that their financial metrics will remain commensurate
with their ratings on a sustainable basis despite the volatility
in prices for commodities.

The upgrade of ALROSA's ratings primarily reflects the company's
strengthened business and financial profile; Moody's expectation
that its financial metrics will remain robust, despite demand and
price volatility for diamonds; the company's high profitability,
positive free cash flow generation and strong liquidity.

ALROSA

As ALROSA's principal shareholder is the government of the
Russian Federation, Moody's applies its government-related issuer
(GRI) rating methodology. The Ba1 CFR reflects a combination of
(1) a baseline credit assessment (BCA) of ba1; (2) the Russian
Federation's Ba1 local currency rating; (3) moderate default
dependence between ALROSA and the government; and (4) the
moderate probability of government support in the event of
financial distress.

ALROSA's BCA has been raised to ba1 from ba3, reflecting the fact
that its financial metrics have remained strong versus global
peers and Moody's expectation that metrics will remain robust,
owing to the company's status as a major producer and exporter of
diamonds and weak rouble, the company's 29% share in the global
diamond output, its low-cost reserve base, technical mining
expertise, solid liquidity and conservative financial policy.

At the same time, ALROSA's BCA factors in the volatile demand and
prices for diamonds and the company's exposure to the Russian
macroeconomic environment, despite the high exports, given that
its operating facilities are located in Russia.

RATIONALE FOR NEGATIVE OUTLOOK FOR ALROSA

The negative outlook is in line with the negative outlook for the
sovereign rating and reflects the fact that a potential downgrade
of Russia's sovereign rating may result in the lowering of
Russia's foreign-currency bond country ceiling. This would result
in a downgrade of the company's ratings.

WHAT COULD CHANGE THE RATINGS UP/DOWN

There is no immediate positive pressure on the ratings given the
negative outlook. In a longer term, Moody's could upgrade
ALROSA's ratings if it were to upgrade Russia's sovereign rating,
as well as the diamond market environment were to stabilize, and
the company were to maintain its robust financial metrics,
continue to generate positive free cash flow and retain solid
liquidity.

ALROSA's ratings would be downgraded if Russia's sovereign rating
were downgraded and/or the foreign-currency bond country ceiling
were lowered. Negative pressure could also be exerted on the
ratings if the company's operating and financial performance,
market position or liquidity were to deteriorate materially.

-- METALLOINVEST

Metalloinvest's Ba2 rating factors in the company's competitive
cost profile, further supported by a weak rouble, high
profitability, positive free cash flow generation, solid
liquidity, long-life reserve base, integrated steel business
model with steel segment profitability negatively correlating
with iron ore prices, large share of niche and value-added
products (pellets and hot briquetted iron), the prices for which
are less volatile than iron ore, diversified customer base and
flexibility with respect to the geography of shipments (export
markets versus Russia).

At the same time, Metalloinvest's rating takes into account its
high exposure to iron ore products, the prices for which will
likely remain depressed in the medium term; the expected
deterioration of its financial metrics because of weak commodity
prices; the limited geographic diversification of its assets; and
concentrated ownership-related risks, including related-party
transactions and shareholder-friendly financial policies with
high dividend payouts and shareholder loans. The rating also
reflects the company's exposure to the Russian macroeconomic
environment, given that its assets are located in Russia where it
generates 40%-45% of its revenues.

RATIONALE FOR STABLE OUTLOOK FOR METALLOINVEST

The stable rating outlook reflects Moody's expectation that
Metalloinvest will (1) maintain its Moody's-adjusted debt/EBITDA
below 3.0x on a sustainable basis, although this may be exceeded
in 2016 as a result of the volatile iron ore prices; (2) continue
to generate positive free cash flow; and (3) retain solid
liquidity.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Moody's could upgrade Metalloinvest's ratings if the
macroeconomic situation in Russia were to stabilize, and the
company were to reduce its Moody's-adjusted debt/EBITDA below
2.0x on a sustainable basis, continue to generate positive free
cash flow, maintain solid liquidity, improve corporate governance
and curtail related party transactions.

Moody's could downgrade Metalloinvest's ratings if the company's
Moody's-adjusted debt/EBITDA were to exceed 3.0x on a sustained
basis, free cash flow turns negative as a result of low iron ore
prices, generous dividend payouts, share buybacks or related-
party transactions, or its liquidity deteriorates materially.

NORD GOLD

Nord Gold's Ba3 rating factors in Nord Gold's competitive cost
position and reserve base dominated by open-pit mines, as well as
its operational and geographical diversification, with nine
active mines and two mines under construction. Nord Gold has
robust financial metrics, with Moody's expectation that its
adjusted debt/EBITDA will remain below 2.0x on a sustainable
basis, conservative financial policy and solid liquidity. The
company has built a track record of organic growth and
demonstrates strong corporate governance.

At the same time, the rating reflects the company's fairly small
size, with gold production of 950 thousand ounces (koz) in 2015.
The company has substantial capex program and faces execution
risks, which are common for mining companies. Nord Gold is
exposed to the volatile price of gold and the heightened
business, political and event risks in the countries in which the
company operates, primarily Burkina Faso and Guinea. The
company's product diversification is low as it produces no by-
products.

RATIONALE FOR POSITIVE OUTLOOK FOR NORD GOLD

The positive outlook reflects Moody's expectation that Nord Gold
will maintain its robust financial metrics despite the volatility
in gold prices, with Moody's-adjusted debt/EBITDA not exceeding
2.0x on a sustainable basis, and continue to generate significant
operating cash flows to support the company's capex requirements,
while pursuing a conservative financial policy and retaining
solid liquidity. The outlook also reflects the rating agency's
expectation that Nord Gold will be able to successfully start
operations at its Bouly deposit in Burkina Faso in 2016 without
significant cost overruns or delays.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Moody's could upgrade Nord Gold's ratings if the company were to
maintain its robust financial metrics, with Moody's-adjusted
debt/EBITDA not exceeding 2.0x on a sustainable basis; increase
its scale of operations by beginning production at the Bouly
deposit; pursue a conservative financial policy and maintain
solid liquidity.

Moody's could downgrade Nord Gold's ratings if the company's
Moody's-adjusted debt/EBITDA were to exceed 3.5x on a sustained
basis, or its operating performance and liquidity were to
deteriorate materially.

SUEK

SUEK's Ba3 rating takes into account SUEK's status as a global
thermal coal producer, its competitive operating costs on the
back of weak rouble and cost efficiency measures, its vast coal
reserves and fairly simple geology, well-diversified domestic and
international customer base and Moody's expectation that its
financial metrics will be resilient to the current global coal
market downturn.

The rating also reflects the resilience of the company's domestic
sales owing to the proximity of its mines to its power generation
customers, and its control over a considerable portion of its
transportation infrastructure (including ports in Vanino,
Murmansk and Maliy), such that it is positioned to efficiently
service Pacific and Atlantic export markets.

At the same time, the rating factors in weak thermal coal prices
in seaborne markets, the company's limited product
diversification as a result of its exposure to a single
commodity, thermal coal, its sizeable railway expenses and risks
related to the company's concentrated ownership structure,
although mitigated by corporate governance improvements.

RATIONALE FOR STABLE OUTLOOK FOR SUEK

The stable rating outlook reflects Moody's expectation that SUEK
will (1) maintain its Moody's-adjusted debt/EBITDA below 3.5x on
a sustainable basis; (2) continue to generate positive free cash
flow; and (3) retain adequate liquidity.

WHAT COULD CHANGE THE RATINGS UP/DOWN

Moody's could upgrade SUEK's ratings if the macroeconomic
environment in Russia were to stabilize, thermal coal prices in
export markets were to recover sustainably, the company were to
reduce its Moody's-adjusted debt/EBITDA below 2.5x on a
sustainable basis and maintain adequate liquidity.

Moody's could downgrade SUEK's ratings if the company's Moody's-
adjusted debt/EBITDA were to exceed 3.5x on a sustained basis,
the company were unable to generate positive free cash flow, or
its liquidity and liquidity management were to deteriorate
materially.

LIST OF AFFECTED RATINGS

Upgrades:

Issuer: ALROSA PJSC

-- Corporate Family Rating, Upgraded to Ba1 from Ba2

-- Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD

Issuer: Alrosa Finance S.A.

-- BACKED Senior Unsecured Regular Bond/Debenture, Upgraded to
    Ba1 from Ba2

Confirmations:

Issuer: JSC Holding Company METALLOINVEST

-- Corporate Family Rating, Confirmed at Ba2

-- Probability of Default Rating, Confirmed at Ba2-PD

Issuer: Metalloinvest Finance Limited

-- BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
    Ba2

Issuer: Nord Gold N.V.

-- Corporate Family Rating, Confirmed at Ba3

-- Probability of Default Rating, Confirmed at Ba3-PD

-- Senior Unsecured Regular Bond/Debenture, Confirmed at Ba3

Issuer: SUEK PLC

-- Corporate Family Rating, Confirmed at Ba3

-- Probability of Default Rating, Confirmed at Ba3-PD

Issuer: SUEK Finance

-- Senior Unsecured Regular Bond/Debenture, Confirmed at Ba3

-- Outlook Actions:

Issuer: ALROSA PJSC

-- Outlook, Changed To Negative From Rating Under Review

Issuer: Alrosa Finance S.A.

-- Outlook, Changed To Negative From Rating Under Review

Issuer: JSC Holding Company METALLOINVEST

-- Outlook, Changed To Stable From Rating Under Review

Issuer: Metalloinvest Finance Limited

-- Outlook, Changed To Stable From Rating Under Review

Issuer: Nord Gold N.V.

-- Outlook, Changed To Positive From Rating Under Review

Issuer: SUEK PLC

-- Outlook, Changed To Stable From Rating Under Review

Issuer: SUEK Finance

-- Outlook, Changed To Stable From Rating Under Review


ASIAN-PACIFIC BANK: Moody's Lowers Deposit Ratings to B3
--------------------------------------------------------
Moody's Investors Service has downgraded the long-term local- and
foreign-currency deposit ratings of Asian-Pacific Bank to B3 from
B2.  The outlook on the bank's long-term deposit ratings is
negative.

Concurrently, Moody's has downgraded Asian-Pacific Bank's
baseline credit assessment (BCA) and adjusted BCA to b3 from b2.
The bank's short-term local-currency and foreign-currency deposit
ratings were affirmed at Not-Prime.  Moody's has also downgraded
Asian-Pacific Bank's long-term Counterparty Risk Assessment (CR
Assessment) to B2(cr) from B1(cr) and affirmed the bank's short-
term CR Assessment of Not-Prime(cr).

The downgrade primarily reflects higher-than-expected credit
losses and elevated related-party exposure, while the negative
outlook on the ratings reflects ongoing pressure on the bank's
profitability and capitalization.

These actions conclude the review on the bank's ratings initiated
on March 9, 2016, when Moody's placed Asian-Pacific Bank's
ratings on review for downgrade.

                        RATINGS RATIONALE

The downgrade of Asian-Pacific Bank's long-term deposit ratings
to B3 primarily reflects higher-than-expected credit losses.
This is a result of both the seasoning of the loan portfolio,
which is largely represented by unsecured consumer loans (52% of
gross loans and the lease portfolio as of Q3-2015) and material
exposure to Vneshprombank (unrated), the banking license of which
was revoked by the Central Bank of Russia in January 2016.

The second driver of the downgrade is increased related-party
exposure, which is largely unsecured in nature, exceeding 50% of
shareholders' equity as of Q3-2015.  Moody's believes Asian-
Pacific Bank is likely to be increasingly involved in the
financing of the major shareholders' non-banking businesses amid
challenging access to funding from other banks.  The negative
outlook on the bank's ratings reflects ongoing pressure on the
bank's profitability and capitalization which stems from elevated
provisioning charges.

Despite the regular contributions from shareholders in the recent
past, the bank's capital adequacy remains modest in the context
of heavy exposure to unsecured consumer lending; as of 1 April
2016, the bank reported regulatory Tier 1 (N1.2) and total
capital adequacy (N1.0) ratios at 7.0% and 10.1%, respectively,
marginally above the regulatory minimum ratios set at 6% and 8%.
Moody's considers that additional provisioning charges against
the bank's Vneshprombank exposure (c.6% of shareholders' equity)
along with negative bottom line result will continue to pressure
Asian-Pacific bank's capital cushion at least in the short-term.

WHAT COULD MOVE THE RATINGS UP/DOWN

Given the negative outlook on the bank's ratings, a ratings
upgrade in the next 12-18 months is unlikely.  However, the
outlook could be changed to stable if the bank proves to be
resilient against the asset quality and capital erosion.

Negative rating actions could result from any of:

(1) Asian-Pacific Bank's pre-provision income materially
     declining;
(2) its loss absorption capacity as measured by its Tier 1
     capital adequacy or its problem loan coverage ratio
     significantly weakens; or
(3) further material growth of unsecured related party exposure.


IRKUT CORPORATION: Moody's Confirms Ba3 CFR, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service has confirmed the Ba3 corporate family
rating and the Ba3-PD probability of default rating of IRKUT
Corporation, JSC (Irkut), a leading Russian military aircraft
producer that is 100% state owned.  The outlook on the ratings is
negative.

The confirmation considers these rating drivers:

   -- the strong links between Irkut's ratings and those of the
      sovereign
   -- the continued high probability of government support in the
      event of financial need
   -- Irkut's standalone credit quality unchanged, with the risk
      of highly elevated leverage mitigated by large share of
      state-related debt funding

The action concludes the rating review initiated by Moody's on
March 10, 2016, and follows Moody's confirmation of Russia's Ba1
government bond rating with a negative outlook on April 22, 2016.

For additional information, please refer to the related
announcement: http://is.gd/oH1AkP

                         RATINGS RATIONALE

The confirmation of Irkut's ratings reflects the company's strong
link to the Russian sovereign and resulting sensitivity to
changes in the sovereign's creditworthiness.  The confirmation of
Irkut's Ba3 ratings also reflects Moody's view that the existing
strong probability of government support embedded within the
company's ratings remains appropriate.

The agency also notes that Irkut's standalone credit strength
remains unchanged, challenged by its highly elevated leverage
owing to the company's debt-funded program for new generation
civil aircraft development.  In Moody's view, the risk is
partially mitigated by the fact that the majority of debt funding
is provided by the state and state-related entities.

In particular, Moody's expects that Irkut's leverage net of
state-guaranteed loans and convertible shareholder loans should
not exceed 5x debt/EBITDA materially and on a sustained basis
over the next 12-18 months.  The agency also expects that the
company's liquidity will remain adequate supported by solid cash
reserves and committed facilities from state banks.

As Irkut is controlled by the Russian government, the company is
seen by Moody's as a government-related issuer (GRI), whose Ba3
ratings benefit from an uplift to the company's standalone credit
strength (as measured by its b3 base line credit assessment)
driven by the strong probability of state support in the event of
financial distress.  In addition, Irkut is very highly dependent
on the Russian government for aircraft construction orders and
funding.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook on Irkut's ratings reflects that of the
sovereign and the risk of highly leveraged standalone financial
profile.

WHAT COULD CHANGE THE RATING DOWN/UP

Irkut's ratings could be downgraded if (1) Russia's sovereign
rating were downgraded; (2) Moody's were to revise downward its
assessment of the Russian government providing extraordinary
support to Russian GRIs and/or Irkut in particular; or (3) the
company's financial position were to weaken, with leverage (net
state-guaranteed loans and convertible shareholder loans) moving
materially above 5x debt/EBITDA and/or its liquidity profile
further deteriorated.

Upward pressure on Irkut's ratings is unlikely at present, given
the negative outlook on the ratings.  Moody's could change the
outlook on the ratings to stable if it were to change the outlook
on Russia's government bond rating to stable and there were
sustainable improvements in the company's financial performance
and liquidity.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014.

IRKUT Corporation, JSC (Irkut) is a leading military aircraft
producer controlled by the Russian government and one of the
largest companies in the Russian aviation industry.  In 2014,
Irkut generated revenues of approximately $1.7 billion and EBIT
of approximately $68 million.


NLMK: Moody's Confirms Ba1 CFR, Outlook Negative
------------------------------------------------
Moody's Investors Service has confirmed the Ba1 corporate family
ratings and Ba1-PD probability of default ratings of three
Russian steel/mining companies: NLMK, PAO Severstal and MMC
Norilsk Nickel, PJSC (Norilsk Nickel).  At the same time, Moody's
upgraded Magnitogorsk Iron & Steel Works' (MMK) CFR to Ba1 from
Ba2 and PDR to Ba1-PD from Ba2-PD.  The outlook on all the
ratings is negative.

The actions conclude the rating reviews initiated by Moody's on
March 10, 2016, (NLMK, Severstal and MMK) and Jan. 22, 2016,
(Norilsk Nickel) and follows Moody's confirmation of Russia's Ba1
government bond rating with a negative outlook on April 22, 2016.
For additional information, please refer to the related
announcement: http://is.gd/oH1AkP


                         RATINGS RATIONALE

The confirmation of the ratings of NLMK, Severstal and Norilsk
Nickel reflects the companies' strong business profiles; low-cost
position, which supports their competitiveness in international
markets; high profitability; solid liquidity and Moody's
expectation that their financial metrics will remain commensurate
with their ratings despite the volatility in prices for steel and
commodities.  However, the companies' Ba1 ratings will remain
constrained by Russia's Ba1 sovereign rating with a negative
outlook and the Ba1 country ceiling for foreign-currency debt.

The upgrade of MMK's rating reflects Moody's expectation that the
company's financial metrics will remain robust as it proceeds
with debt reduction plans and will maintain its strong operating
performance, high profitability, positive free cash flow
generation and solid liquidity.

   -- NLMK

Despite having considerable international sales and European and
US assets, the company remains exposed to Russian macroeconomic
challenges as most of its upstream and steel-making production
facilities are Russia-based and about 35%-40% of its revenues
come from sales in Russia.  The company's rating takes into
account the weak demand for steel in Russia as a result of
Russia's GDP contraction and volatile steel prices in
international markets, although the company has been fairly
resilient to market challenges.

More positively, the Ba1 rating reflects the company's
diversified product mix and geography of assets and sales,
particularly its rolling assets in the EU and the US which reduce
its susceptibility to protective measures against cheap steel
imports in those markets, sustainable high utilization rates of
above 90% in its core plants in Russia, self-sufficiency in low-
cost iron ore concentrate, low costs and high profitability owing
to operational enhancements, integration in low-cost feedstock
and rouble depreciation.  The rating also factors in the
company's strong financial metrics, sustainable free cash flow
generation, solid liquidity and improved corporate governance.

   -- SEVERSTAL

The company remains exposed to the Russian macroeconomic
environment, despite high export volume, given that most of the
company's production facilities are located in Russia and that it
generates two thirds of its revenues from domestic sales.  The
company's rating takes into account weak domestic demand for
steel as a result of Russia's GDP contraction and volatile steel
prices in international markets, although the company has been
fairly resilient to market challenges.

On a more positive note, the rating reflects the company's low
costs and consistently high operating margins owing to
operational enhancements, vertical integration and rouble
depreciation.  The rating also factors in Severstal's product
diversification, with a focus on high-value-added products, its
solid share in the domestic steel market, low leverage, solid
liquidity and good corporate governance.

   -- NORILSK NICKEL

The company remains exposed to the Russian macroeconomic
environment, despite the high share of exports, given that most
of its production facilities are located in Russia.  The rating
also takes into account the expected deterioration of the
company's financial metrics because of low commodity prices, as
well as high dividend pay-outs.

Positively, the rating factors in Norilsk Nickel's significant
share in the global production of nickel and palladium and low-
cost production profile.  The company has long-life reserves and
benefits from high product diversification, as its mineral
deposits contain nickel, copper, palladium and platinum.  The
company maintains solid liquidity.

  -- MMK

MMK's rating upgrade to Ba1 reflects the company's robust
financial metrics and sustainable positive free cash flow
generation, low-cost position and high profitability,
conservative financial policy, diversified product mix and strong
market share for high value-added flat steel products in Russia,
substantial share of export sales and strong competitiveness in
international markets thanks to its positioning at the
very beginning of the global cost curve, and solid liquidity.

The rating also factors in the company's exposure to the Russian
macroeconomic environment, given that most of the company's
upstream and steel-making production facilities are located in
Russia where it generates 70%-80% of its revenues.  The rating
takes into account weak domestic steel demand as a result of
Russia's GDP contraction and low steel prices in international
markets, as well as the company's limited operational and
geographic diversification.  As well, the rating considers MMK's
limited integration in mining operations, with only 25% self-
sufficiency in iron ore and 40% in coking coal by capacity.

                   RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook is in line with the negative outlook for the
sovereign rating and reflects the fact that a potential downgrade
of Russia's sovereign rating may result in the lowering of
Russia's foreign-currency bond country ceiling.  This would
result in a downgrade of the companies' ratings.

                WHAT COULD CHANGE THE RATINGS UP/DOWN

Moody's could upgrade the companies' ratings if it were to
upgrade Russia's sovereign rating and/or raise the foreign-
currency bond country ceiling.  In addition, upward pressure on
individual company's ratings could develop for these reasons:

   -- for NLMK and Severstal, if the companies were to maintain
      their strong financial metrics, cash flow generation and
      solid liquidity

   -- for Norilsk Nickel, if the company were to maintain its
      Moody's-adjusted gross debt/EBITDA sustainably below 3.0x
      and retain solid liquidity

   -- for MMK, if demand for steel in the Russian market were to
      stabilize and the company were able to maintain its robust
      financial metrics, continue to generate positive free cash
      flow and retain solid liquidity

The companies' ratings could be downgraded if (1) there were a
downgrade of Russia's sovereign rating and/or a lowering of the
foreign-currency bond country ceiling; or (2) individual
companies' operating and financial performance, market position
or liquidity were to deteriorate materially.  In addition,
downward pressure on Norilsk Nickel's rating could develop if the
company's Moody's-adjusted gross debt/EBITDA were to exceed 4.0x
on a sustained basis.

PRINCIPAL METHODOLOGY

The principal methodology used in rating PAO Severstal, Steel
Capital S.A., NLMK, Steel Funding Limited and Magnitogorsk Iron &
Steel Works was Global Steel Industry published in October 2012.

The principal methodology used in rating MMC Norilsk Nickel, PJSC
and MMC Finance Limited was Global Mining Industry published in
August 2014.

LIST OF AFFECTED RATINGS

Confirmations:

Issuer: NLMK
  Corporate Family Rating, Confirmed at Ba1
  Probability of Default Rating, Confirmed at Ba1-PD

Issuer: Steel Funding Limited
  Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Issuer: PAO Severstal
  Corporate Family Rating, Confirmed at Ba1
  Probability of Default Rating, Confirmed at Ba1-PD

Issuer: Steel Capital S.A.
  BACKED Senior Unsecured Medium-Term Note Program, Confirmed at
   (P)Ba1
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1

Issuer: MMC Norilsk Nickel, PJSC
  Corporate Family Rating, Confirmed at Ba1
  Probability of Default Rating, Confirmed at Ba1-PD

Issuer: MMC Finance Limited
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1
  Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Upgrades:

Issuer: Magnitogorsk Iron & Steel Works
  Corporate Family Rating, Upgraded to Ba1 from Ba2
  Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD

Outlook Actions:

Issuer: NLMK
  Outlook, Changed To Negative From Rating Under Review

Issuer: Steel Funding Limited
  Outlook, Changed To Negative From Rating Under Review

Issuer: PAO Severstal
  Outlook, Changed To Negative From Rating Under Review

Issuer: Steel Capital S.A.
  Outlook, Changed To Negative From Rating Under Review

Issuer: MMC Norilsk Nickel, PJSC
  Outlook, Changed To Negative From Rating Under Review

Issuer: MMC Finance Limited
  Outlook, Changed To Negative From Rating Under Review

Issuer: Magnitogorsk Iron & Steel Works
  Outlook, Changed To Negative From Rating Under Review


PHOSAGRO OJSC: Moody's Confirms Ba1 CFR, Outlook Negative
---------------------------------------------------------
Moody's Investors Service has confirmed the Ba1 corporate family
ratings and Ba1-PD probability of default ratings (PDRs) of major
Russia-based fertilizer producer, OJSC PhosAgro, and Russian gas
processing and petrochemical business, Sibur Holding, PJSC.  The
outlook is negative on these ratings.

At the same time, Moody's confirmed the Ba2 CFR and Ba2-PD PDR of
leading potash producer, Uralkali PJSC.  The ratings outlook is
stable.

The confirmation takes into account these drivers:

   -- the companies' strong export potential
   -- their sustainably low-cost position
   -- their high margins, aided by rouble depreciation
   -- solid liquidity

The action concludes the rating review initiated by Moody's on 10
March 2016 and follows Moody's confirmation of Russia's Ba1
government bond rating with a negative outlook on April 22, 2016.
For additional information, please refer to the related
announcement: http://is.gd/oH1AkP

                         RATINGS RATIONALE

The confirmation of the ratings of PhosAgro, Sibur and Uralkali
reflects Moody's view that the companies' businesses remain
sufficiently resilient to Russia's weakening economy and finances
on the back of their strong export potential, sustainably low-
cost position and high margins, which are helped by the rouble
depreciation and solid liquidity.

At the same time, Moody's notes that the companies' resilience
does have its limits given that their assets are concentrated in
Russia and the alignment of the Russian country ceiling for
foreign currency debt with the sovereign rating.

Even for these companies, which have effectively dealt with their
medium-term foreign currency refinancing needs, a severe
deterioration of the operating environment in Russia and
increasing pressures at the sovereign level might lead to a
substantial weakening in their credit profiles.

Country risk combined with the companies' exposure to the weak
global commodity markets and some company specific issues, like
Sibur's large-scale investment projects resulting in limited
credit headroom and Uralkali's higher corporate government risk,
will pressure the companies' ratings in the next 12-18 months.

RATIONALE FOR NEGATIVE OUTLOOK FOR PHOSAGRO AND SIBUR

The negative outlook on the companies' ratings is in line with
the negative outlook on the sovereign rating.  A potential
downgrade of Russia's sovereign rating may result in the lowering
of the country's foreign and/or local currency bond ceiling and,
as a result downgrades of the companies' ratings.

The negative outlook on Sibur's ratings also takes into account a
delay in the company's deleveraging as it makes significant
investments as part of its ZapSibNeftekhim project.

              RATIONALE FOR STABLE OUTLOOK FOR URALKALI

The stable outlook reflects Moody's expectation that Uralkali's
strong market and very competitive cost positions will help it
maintain sufficient headroom within the parameters of its Ba2
ratings and support its good liquidity.

               WHAT COULD CHANGE THE RATING DOWN/UP

The companies' ratings could be downgraded if (1) there is a
downgrade of Russia's sovereign rating and/or a lowering of the
foreign-currency bond country ceiling; or (2) individual
companies' liquidity profiles deteriorate.  In addition, downward
pressure on individual companies' ratings could develop for the
following reasons:

   -- for PhosAgro, if the company is unable to deliver adjusted
      retained cash flow/net debt above 40% and adjusted
      debt/EBITDA below 1.5x on a sustainable basis

   -- for Sibur, if the company's EBITDA margins were to decline
      materially below 25%, the company were to significantly
      delay deleveraging to about 2.5x debt/EBITDA and were to
      fail to maintain retained cash flow/net debt at above 20%

   -- for Uralkali, if the company's debt/EBITDA were to exceed
      3.5x and retained cash flow/net debt were to fall below 25%
      on a sustained basis.

Upward pressure on PhosAgro and Sibur's' ratings is currently
unlikely, given the negative outlook.  Moody's could confirm
individual ratings if the sovereign rating of Russia were
confirmed, and there is no material deterioration in operating
conditions or individual company-specific factors.

Upward pressure on Uralkali could emerge if, in Moody's view, the
company is able to deleverage, with adjusted debt/EBITDA below
2.5x and RCF/net debt above 40% on a sustained basis, while
maintaining good liquidity.

                        PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Chemical Industry Rating Methodology published in December 2013.

OJSC PhosAgro is a holding company of a group of chemical
companies engaged in the manufacture of phosphate and complex
fertilisers.  In 2015, PhosAgro generated sales of RUB189.7
billion ($3.1 billion).

Sibur Holding, PJSC is a Russian vertically integrated gas
processing and petrochemicals company.  In 2015, Sibur generated
revenue of RUB379.9 billion ($6.3 billion).

Uralkali PJSC is one of the few largest potash producers by
capacity globally.  In 2015, Uralkali generated revenue of
$3.4 billion.

LIST OF AFFECTED RATINGS:

Confirmations:

Issuer: OJSC PhosAgro
  Corporate Family Rating, Confirmed at Ba1
  Probability of Default Rating, Confirmed at Ba1-PD

Issuer: PhosAgro Bond Funding Limited
  Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Issuer: Sibur Holding, PJSC
  Corporate Family Rating, Confirmed at Ba1
  Probability of Default Rating, Confirmed at Ba1-PD

Issuer: Sibur Securities Limited
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
  Ba1

Issuer: Uralkali PJSC
  Corporate Family Rating, Confirmed at Ba2
  Probability of Default Rating, Confirmed at Ba2-PD

Issuer: Uralkali Finance Limited
  Senior Unsecured Regular Bond/Debenture, Confirmed at Ba2

Outlook Actions:

Issuer: OJSC PhosAgro
  Outlook, Changed To Negative From Rating Under Review

Issuer: PhosAgro Bond Funding Limited
  Outlook, Changed To Negative From Rating Under Review

Issuer: Sibur Holding, PJSC
  Outlook, Changed To Negative From Rating Under Review

Issuer: Sibur Securities Limited
  Outlook, Changed To Negative From Rating Under Review

Issuer: Uralkali PJSC
  Outlook, Changed To Stable From Rating Under Review

Issuer: Uralkali Finance Limited
  Outlook, Changed To Stable From Rating Under Review


POWER MACHINES: Moody's Confirms Ba2 CFR, Outlook Negative
----------------------------------------------------------
Moody's Investors Service has confirmed the Ba2 corporate family
rating and Ba2-PD probability of default rating (PDR) of Power
Machines OJSC (PM), a major Russian manufacturer of electric
power generating equipment.  The outlook on all the ratings is
negative.

The confirmation of the company's ratings with a negative outlook
takes into account these drivers:

   -- expectations that financial performance will rebound from
      significant metric weakness suffered in 2015
   -- solid liquidity
   -- the vulnerability of its domestic-focused business to
      further Russian economic deterioration

The action concludes the rating review initiated by Moody's on
March 10, 2016, and follows Moody's confirmation of Russia's Ba1
government bond with a negative outlook on April 22, 2016.

For additional information, please refer to the related
announcement: http://is.gd/oH1AkP

                         RATINGS RATIONALE

The confirmation of PM's ratings reflects Moody's expectations
that the company's operational and financial performance will
rebound from significant metric weakness suffered in 2015 despite
the fact that the company's Russia-focused business remains
susceptible to the risk of further potential Russian economic and
financial deterioration, as captured by the negative outlook on
the sovereign rating.  This view is based on the company's solid
backlog and its progress in execution of a few significant export
contracts.

In 2015, PM's financial performance weakened considerably because
of flagging domestic demand and overall operating environment
frailty, including rouble depreciation.  Company earnings also
came under pressure from unplanned costs associated with one of
PM's export contracts and a sizable provision for doubtful
accounts receivable following the bankruptcy of a private
customer. Significant reductions in revenue and margins raised
PM's leverage to 4.4x debt/EBITDA, well above the Ba2 rating
guidance of 2.5x.

However, Moody's expects that PM should be able to restore its
financial metrics to the levels more commensurate with the
current Ba2 ratings over the next 12-18 months in line with its
plan.  The expectation considers that despite domestic economic
weakness PM will benefit from (1) strong domestic market
position, supported by a $5.8 billion order book as of end-2015;
(2) execution in progress of sizable export contracts, which
provide some respite; and (3) transition to a new dividend
policy, which is better aligned with the currently challenging
market environment.  PM did not pay any dividends to common
shareholders in 2015.  PM will maintain solid liquidity through
Q2 2017, supported by sizable cash reserves and long-term
committed bank facilities, provided its prudent dividend policy
continues.

                   RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the vulnerability of PM's domestic-
focused business to further Russian economic deterioration and
the risk in PM's ability to execute on leverage reduction.

               WHAT COULD CHANGE THE RATING UP/DOWN

Downward pressure on the ratings may arise if (1) there were a
significant deterioration of Russia's economic and financial
environment, which would result in a downgrade of Russia's
sovereign rating; and/or (2) PM's financial metrics were not to
recover over the next 12-18 months, with debt/EBITDA to sustain
materially above 2.5x and liquidity being strained.

Upward pressure on PM's ratings is currently unlikely given the
negative outlook on the ratings and the risk of further potential
deterioration of Russia's economic and financial environment.
Moody's could stabilize the ratings if (1) the outlook on
Russia's sovereign rating were to stabilize and (2) PM's
financial metrics were to recover to 2014 levels and it seemed
likely that it were able to sustain debt/EBITDA below 2.5x.

                       PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.

Power Machines OJSC (PM) is a Russian manufacturer of a wide
range of electric power generating equipment (turbines,
generators, boilers and other equipment) and integrated solutions
for electric power plants of all types and sizes.  100% of PM's
share capital is indirectly controlled by Mr. Aleksey A.
Mordashov.  In 2015, PM generated revenue of $992 million.


* Moody's Confirms Ratings of 9 Russian Sub-Sovereigns
------------------------------------------------------
Moody's Investors Service has confirmed the ratings of 7 Russian
regional and local governments (RLGs) and 2 government-related
issuers (GRIs) and downgraded the ratings of Republic of Mordovia
to B3 from B2.  At the same time it has affirmed the ratings of
10 Russian regions and cities; and will withdraw the ratings of 1
region.  The outlooks on all these ratings are negative.  The
actions conclude the review that Moody's initiated on March 9,
2016.

These rating actions follow no material change of Russia's credit
profile as captured by Moody's confirmation of Russia's Ba1
government bond rating with negative outlook on April 22, 2016.
For additional information, please refer to the related
announcement: http://bit.ly/1Wu0FqS


Specifically, Moody's has confirmed the following ratings with a
negative outlook: the cities of Moscow and St. Petersburg, SUE
Vodokanal of St. Petersburg, OJSC Western High-Speed Diameter,
Republic of Bashkortostan, Republic of Tatarstan, Autonomous-
Okrug (region) of Khanty-Mansiysk, Oblast of Moscow and Oblast of
Omsk.

Concurrently, Moody's has affirmed the ratings with negative
outlooks of Oblast of Samara, Chuvashia Republic, Krasnoyarsk
Krai, Krasnodar Krai, Republic of Komi, Oblast of Nizhniy
Novgorod, City of Krasnodar, City of Volgograd, City of Omsk and
Oblast of Belgorod.  Moody's will withdraw the ratings of Oblast
of Belgorod due to insufficient information.

                        RATINGS RATIONALE

  --- RATIONALE FOR THE CONFIRMATIONS OF 7 RLGs' AND 2 GRIs'
      RATINGS

The confirmation of the ratings on the cities of Moscow and
St. Petersburg directly follows the confirmation of the sovereign
bond rating, given their institutional and macroeconomic linkages
to the national government which could potentially limit their
strong individual performances.

The confirmation of the issuer ratings of SUE Vodokanal of
St. Petersburg and senior unsecured rating of OJSC Western High-
Speed Diameter reflects their status as GRIs, wholly owned by the
St. Petersburg government and their strong credit linkages with
the City of St. Petersburg.

The confirmation of OJSC Western High-Speed Diameter's bond
rating reflects its link with the City of St. Petersburg and the
guarantee that the Russian government provides on its bond
principal payments.

The confirmation of ratings of Republic of Bashkortostan,
Republic of Tatarstan, Autonomous-Okrug (region) of Khanty-
Mansiysk, Oblast of Moscow and Oblast of Omsk reflects no
material increase in systemic pressure as reflected in the
confirmation of the sovereign bond rating.

   --- RATIONALE FOR DOWNGRADE ON RATINGS OF THE REPUBLIC OF
       MORDOVIA

The Republic of Mordovia's ratings downgrade reflects its: 1)
significantly increased debt burden and 2) consistently weak
fiscal performance.  The net direct and indirect debt to
operating revenues ratio increased to 121% at end-2015 from 90%
at end-2014 as the republic has had to finance its large budget
deficit (26% of total revenues in 2015) and will likely continue
to trend upward.  The performance has been consistently weak and
no significant improvement is expected.  The gross operating
balance has been negative for the last seven years (-4% of
operating revenues in 2015).

   --- RATIONALE FOR AFFIRMATION OF 7 REGIONS' AND 3 CITIES'
       RATINGS

The affirmation of the ratings of 10 RLGs (Oblast of Samara,
Chuvashia Republic, Republic of Komi, Krasnodar Krai, Krasnoyarsk
Krai, Oblast of Belgorod, Oblast of Nizhniy Novgorod, City of
Krasnodar, City of Omsk and City of Volgograd) reflects Moody's
assessment that these regions' fiscal performances are adequate
for their rating categories.  Pressure from refinancing risks has
partially abated as soft loans from the central government
continue to ease the regions' refinancing needs.  Debt
affordability remains adequate and is supported by ongoing
lending from state-owned banks.

   --- RATIONALE FOR ASSIGNING NEGATIVE OUTLOOKS

The negative outlooks on the ratings of the cities of Moscow and
St. Petersburg mirror the negative outlook on the sovereign
government bond rating.  The outlooks reflect the cities'
institutional and macroeconomic linkages with the federal
government and their lack of special status, which prevents them
from being rated above the sovereign.

The negative outlooks on the ratings of SUE Vodokanal of
St. Petersburg reflect its strong institutional, financial and
operational linkages with the city of St. Petersburg.

The negative outlook on the rating of OJSC Western High-Speed
Diameter mirrors the negative outlook on the City of
St. Petersburg and the sovereign government bond rating.

The negative outlook on the ratings of another 16 RLGs (Republic
of Bashkortostan, Republic of Tatarstan, Autonomous-Okrug
(region) of Khanty-Mansiysk, Oblast of Moscow, Oblast of Samara,
Chuvashia Republic, Oblast of Omsk, Krasnoyarsk Krai, Krasnodar
Krai, Republic of Komi, Oblast of Nizhniy Novgorod, City of
Krasnodar, City of Volgograd, City of Omsk, Republic of Mordovia
and Oblast of Belgorod) reflects the potential for the further
deterioration of these issuers' credit profiles in an environment
of increased systemic risk.  In addition, the potential for a
further weakening of the sovereign's creditworthiness, as
reflected in the negative outlook on the government bond rating,
could affect the federal government's willingness and ability to
provide on-going and extraordinary support to regional and local
governments.

   --- RATIONALE FOR OBLAST OF BELGOROD RATINGS WITHDRAWAL

Moody's will withdraw the ratings on Oblast of Belgorod because
of inadequate information to monitor the rating, due to the
issuer's decision to cease participation in the rating process.

The regional government has not communicated any additional
information to Moody's since November 2015.  At the same time,
the publicly available information is not sufficient to analyse
the refinancing risks and budgetary performance, and to make
reliable assumptions about future performance.

              WHAT COULD CHANGE THE RATINGS UP/DOWN

Given the negative outlooks, an upgrade of the RLG's and GRI's
ratings is unlikely.  If systemic pressures abate, the negative
outlook for the Ba1 and Ba2 rated RLGs and 2 GRIs will likely be
changed to stable, provided there is no deterioration in the
RLGs' and GRIs' performances.  For other entities the outlooks
could stabilize following improvements in their performance
leading to the stabilization of their debt burden and a decline
in refinancing risks.

Further deterioration in the sovereign's credit quality and/or
deterioration in the RLGs' and GRIs' credit profiles reflected in
the worsening fiscal performances and rising debt burdens could
exert downward pressure on these sub-sovereigns.

LIST OF AFFECTED RATINGS

Confirmations with negative outlooks:

Issuer: Moscow, City of
  LT Issuer Rating, Confirmed at Ba1
  BACKED Senior Unsecured, Confirmed at Ba1
  Outlook Negative

Issuer: St. Petersburg, City of
  LT Issuer Rating, Confirmed at Ba1
  Senior Unsecured, Confirmed at Ba1
  Outlook Negative

Issuer: Moscow, Oblast of
  LT Issuer Rating, Confirmed at Ba2
  Outlook Negative

Issuer: Bashkortostan, Republic of
  LT Issuer Rating, Confirmed at Ba2
  Outlook Negative

Issuer: Khanty-Mansiysk AO
  LT Issuer Rating, Confirmed at Ba2
  Outlook Negative

Issuer: Omsk, Oblast of
  LT Issuer Rating, Confirmed at Ba3
  Outlook Negative

Issuer: Tatarstan, Republic of
  LT Issuer Rating, Confirmed at Ba2
  Outlook Negative

Issuer: SUE Vodokanal of St. Petersburg
  LT Issuer Rating, Confirmed at Ba2
  Outlook Negative

Issuer: OJSC Western High-Speed Diameter
  BACKED Senior Unsecured, Confirmed at Ba3
  Outlook Negative

Downgrade with negative outlook:

Issuer: Mordovia, Republic of
  LT Issuer Rating, Downgraded to B3 from B2
  Senior Unsecured, Downgraded to B3 from B2
  Outlook Negative

Affirmations with negative outlooks:

Issuer: Nizhniy Novgorod, Oblast
  LT Issuer Rating, Affirmed at B1
  Outlook Negative

Issuer: Komi, Republic of
  LT Issuer Rating, Affirmed at B1
  Outlook Negative

Issuer: Krasnoyarsk, Krai of
  LT Issuer Rating, Affirmed at B1
  Outlook Negative

Issuer: Samara, Oblast of
  LT Issuer Rating, Affirmed at Ba3
  Outlook Negative

Issuer: Krasnodar, Krai of
  LT Issuer Rating, Affirmed at B1
  Senior Unsecured, Affirmed at B1
  Outlook Negative

Issuer: Chuvashia, Republic of
  LT Issuer Rating, Affirmed at Ba3
  Senior Unsecured, Affirmed at Ba3
  Outlook Negative

Issuer: Belgorod, Oblast of
  LT Issuer Rating, Affirmed at B1
  Senior Unsecured, Affirmed at B1
  Outlook Negative
  Ratings will be withdrawn

Issuer: Omsk, City of
  LT Issuer Rating, Affirmed at B1
  Outlook Negative

Issuer: Volgograd, City of
  LT Issuer Rating, Affirmed at B2
  Outlook Negative

Issuer: Krasnodar, City of
  LT Issuer Rating, Affirmed at B1
  Outlook Negative

The sovereign action required the publication of this credit
rating action on a date that deviates from the previously
scheduled release date in the sovereign release calendar.

The specific economic indicators, as required by EU regulation,
are not available for these entities.  The following national
economic indicators are relevant to the sovereign rating, which
was used as an input to this credit rating action.

Sovereign Issuer: Russia, Government of

  GDP per capita (PPP basis, US$): 26,138 (2014 Actual) (also
   known as Per Capita Income)
  Real GDP growth (% change): -3.7% (2015 Actual) (also known as
   GDP Growth)
  Inflation Rate (CPI, % change Dec/Dec): 12.9% (2015 Actual)
  Gen. Gov. Financial Balance/GDP: -3.5% (2015 Actual) (also
  known as Fiscal Balance)
  Current Account Balance/GDP: 5% (2015 Actual) (also known as
   External Balance)
  External debt/GDP: 38.9%
  Level of economic development: Moderate level of economic
   resilience
  Default history: At least one default event (on bonds and/or
   loans) has been recorded since 1983.

On April 21, 2016, a rating committee was called to discuss the
ratings of the Russian sub-sovereign entities.  The main points
raised during the discussion were: the systemic risk in which the
issuers operate has not materially changed.  The Republic of
Mordovia's fiscal or financial strength, including its debt
profile, has materially decreased.

The principal methodology used in rating City of Moscow, Oblast
Nizhniy Novgorod, City of St. Petersburg, Oblast of Moscow,
Republic of Komi, Krai of Krasnoyarsk, Republic of Tatarstan,
Oblast of Samara, Republic of Bashkortostan, Krai of Krasnodar,
Khanty-Mansiysk AO, Republic of Chuvashia, Oblast of Omsk, Oblast
of Belgorod, City of Omsk, City of Volgograd, City of Krasnodar
and Republic of Mordovia, was Regional and Local Governments
published in January 2013.

The principal methodology used in rating SUE Vodokanal of
St. Petersburg and OJSC Western High-Speed Diameter was
Government-Related Issuers published in October 2014.

The weighting of all rating factors is described in the
methodology used in this credit rating action, if applicable.


* Moody's Confirms Ratings of 5 Russian Non-Financial Corporates
----------------------------------------------------------------
Moody's Investors Service has confirmed the Ba1 corporate family
ratings, the Ba1-PD probability of default ratings of four
Russian non-financial corporates and the Ba1 instrument ratings
of the entities and their guaranteed subsidiaries:

   -- Russian Railways Joint Stock Company and its guaranteed
      debt-issuing subsidiary RZD Capital PLC
   -- Federal Passenger Company OJSC
   -- Mobile TeleSystems PJSC and its guaranteed debt-issuing
      subsidiary MTS International Funding Limited
   -- Megafon PJSC

The outlook on all these ratings is negative.

Concurrently, Moody's has also confirmed the Ba2 CFR, Ba2-PD PDR
and Ba3 issuer rating of Sovcomflot PAO and the Ba3 senior
unsecured rating of its guaranteed subsidiary SCF Capital
Limited, with stable outlook.

The confirmations take into account these drivers:

   -- the Russian economy's demonstrated resilience to the drop
      in oil prices
   -- anticipated ongoing government support for the GRIs
   -- somewhat decreased credit risks for corporates

The action concludes the rating review initiated by Moody's on
March 4, 2016 and follows Moody's confirmation of Russia's Ba1
government bond with a negative outlook on April 22, 2016.  For
additional information, please refer to the related announcement:

             https://www.moodys.com/research/--PR_347453

Russia's country ceilings, which include its Ba1/NP country
ceilings for foreign currency debt, its Ba2 country ceiling for
foreign currency deposits and its Baa3 country ceiling for local
currency debt and deposits, were not changed.  A country ceiling
generally indicates the highest rating level that any issuer
domiciled in that country can attain for instruments of that type
and currency denomination.

                         RATINGS RATIONALE

The confirmations reflect Moody's view that (1) Russia's economy
has exhibited resilience to the fresh drop in oil prices early
this year thanks to an effective blend of macro policy responses,
and (2) the fiscal adjustment underway appears sufficient to
reduce the 2016-18 deficits to a level that can be financed in
the domestic capital markets and fiscal reserve drawdowns.  As a
result, the credit risks for the Russian non-financial corporates
affected by today's rating actions have somewhat decreased.

However, Moody's expects that the operating environment for
Russian non-financial corporates will remain challenging,
although less than previously expected, over the next 12-18
months.  This is the result of continuing weak domestic demand
resulting from Russia's structurally weak growth potential, as
well as limited availability of favorably priced investment
capital.

       RATIONALE FOR NEGATIVE OUTLOOK ON Ba1-RATED COMPANIES

The negative outlook on the four affected non-financial
corporates rated Ba1 is in line with the negative outlook for the
sovereign rating.  This reflects Moody's view that these
corporates' ratings will likely follow negative developments at
the sovereign rating.

             RATIONALE FOR STABLE OUTLOOK ON SOVCOMFLOT

The stable outlook on Sovcomflot's Ba2 CFR and Ba3 issuer rating
reflects Moody's view that these ratings are likely to remain at
current levels in the event of a one-notch sovereign downgrade,
owing to the company's strengthening standalone positioning and
its low default dependence with the sovereign.

                 WHAT COULD CHANGE RATINGS UP/DOWN

A downgrade of Russia is likely to result in downgrades of
corporates rated Ba1.  A material deterioration in company-
specific factors, including operating and financial performance,
market positions, liquidity and the probability of the Russian
government providing extraordinary support to GRIs in the event
of financial distress could also put pressure on the ratings.

Moody's does not expect positive pressure to be exerted on the
ratings in near term, owing to sovereign-related factors, and
considering the negative outlook on the sovereign rating of
Russia.  However, positive pressure could be exerted on the
ratings if Moody's were to raise Russia's sovereign rating and/or
the foreign-currency bond country ceiling, depending on the
company's specific credit factors, including their rating's
positioning, operating and financial performance, market
positions, liquidity and in the case of the GRIs, Moody's
assessment of the credit linkages between a corporate and the
state, as well as the probability of the Russian government
providing extraordinary support to the GRIs in the event of
financial distress.

                       PRINCIPAL METHODOLOGIES

The principal methodology used in rating Mobile TeleSystems PJSC,
MTS International Funding Limited and MegaFon PJSC was Global
Telecommunications Industry published in December 2010.

The principal methodology used in rating Federal Passenger
Company OJSC was Global Passenger Railway Companies published in
March 2013.

The principal methodology used in rating Russian Railways Joint
Stock Company and RZD Capital PLC was Global Surface
Transportation and Logistics Companies published in April 2013.
Other methodologies used include the Government-Related Issuers
methodology published in October 2014.

The principal methodology used in rating Sovcomflot PAO and SCF
Capital Limited was Global Shipping Industry published in
February 2014.  Other methodologies used include the Government-
Related Issuers methodology published in October 2014.

List of Affected Ratings

Confirmations:

Issuer: Federal Passenger Company OJSC
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1

Issuer: Russian Railways Joint Stock Company
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1
  Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Issuer: RZD Capital PLC
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1 Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Issuer: MegaFon PJSC
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1

Issuer: Mobile TeleSystems PJSC
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1

Issuer: MTS International Funding Limited
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1

Issuer: Sovcomflot PAO
  Issuer Rating (Foreign Currency), Confirmed at Ba3
  Issuer Rating (Local Currency), Confirmed at Ba3
  Probability of Default Rating, Confirmed at Ba2-PD
  Corporate Family Rating, Confirmed at Ba2

Issuer: SCF Capital Limited
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba3

   Outlook Actions:

Issuer: Federal Passenger Company OJSC
  Outlook, Changed To Negative From Rating Under Review

Issuer: Russian Railways Joint Stock Company
  Outlook, Changed To Negative From Rating Under Review

Issuer: RZD Capital PLC
  Outlook, Changed To Negative From Rating Under Review

Issuer: MegaFon PJSC
  Outlook, Changed To Negative From Rating Under Review

Issuer: Mobile TeleSystems PJSC
  Outlook, Changed To Negative From Rating Under Review

Issuer: MTS International Funding Limited
  Outlook, Changed To Negative From Rating Under Review

Issuer: Sovcomflot PAO
  Outlook, Changed To Stable From Rating Under Review

Issuer: SCF Capital Limited
  Outlook, Changed To Stable From Rating Under Review


* Moody's Confirms Ba1 CFRs of 4 Russian Oil & Gas Companies
------------------------------------------------------------
Moody's Investors Service has confirmed at Ba1 the corporate
family ratings (CFRs) of four integrated oil & gas companies --
Gazprom, PJSC; Gazprom Neft PJSC; OJSC Oil Company Rosneft;
Lukoil, PJSC -- and one independent exploration and production
(E&P) company -- OAO Novatek.  The outlook on all the ratings is
negative.

These actions conclude the rating reviews initiated by Moody's on
Jan. 22, 2016.

"Our decision to confirm the ratings of Russian oil and gas
majors reflects our view that they will be able to maintain solid
credit metrics in a "lower-for-longer" oil price environment
helped by rouble weakness and a favourable tax system.  However,
their ratings will remain constrained at Ba1 by the sovereign
rating and outlook," says Denis Perevezentsev, a Moody's Vice
President -- Senior Credit Officer.

On Jan. 22, 2016, Moody's placed the ratings of 32 integrated
oil, E&P, and OFS companies in the EMEA region on review for
downgrade. This reflected the substantial drop of oil prices and
the continued oversupply in the global oil markets.  Moody's also
lowered its oil price estimates on Jan. 21, 2016, and now
forecasts that Brent oil price will average $33 per barrel of oil
equivalent (boe) in 2016 and $38/boe in 2017 (Moody's base case
scenario), with a slow recovery for oil prices over the next
several years.  The drop in oil prices and weak natural gas
prices have caused a fundamental change in the energy industry
and significantly hampered the sector's ability to generate cash
flow. Moody's believes that this environment will continue for
several years.

                        RATINGS RATIONALE

The confirmations primarily reflect (1) the favorable taxation
system that is tied to oil prices such that when they fall oil
and gas companies pay less tax, which in turn lifts the pressure
on their credit metrics; (2) their low production costs and the
rouble depreciation, which makes average realized prices
sustainable in rouble terms and supports companies' profitability
metrics; (3) companies' high portion of rouble-denominated
operating and capital expenditure, which contains cost inflation;
(4) the importance of the oil and gas industry for the Russian
economy; and (5) Moody's assessment of high government support
for government-related issuers (GRIs) -- Gazprom and Rosneft.

However, Russian oil and gas companies' ratings remain
constrained by the sovereign rating and outlook.

                   RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook on the ratings is in line with the negative
outlook for the sovereign rating and reflects the fact that a
potential further downgrade of Russia's sovereign rating may lead
to downgrade of the companies' ratings.

   -- CONFIRMATION OF GAZPROM'S Ba1 CFR and Ba1-PD PDR

Moody's confirmed the Ba1 CFR and Ba1-PD probability of default
rating (PDR) of Gazprom, PJSC (Gazprom) and the Ba1 instruments
ratings of its subsidiaries Gaz Capital S.A. and OOO Gazprom
Capital with a negative outlook.

To determine Gazprom's debt rating and CFR, Moody's applies GRI
rating methodology, according to which the CFR is driven by the
combination of (1) Gazprom's baseline credit assessment (BCA) of
ba1; (2) the Ba1 local-currency debt rating of the Russian
government with negative outlook; (3) the high dependence between
the state and the company; and (4) Moody's assumptions of a high
level of support from the state in case of need.

The rating reflects (1) the world's largest natural gas reserves,
at 17% of global and 72% of Russian gas reserves; (2) its unique
business profile as Russia's largest producer and monopoly
exporter of gas, and owner and operator of the world's largest
gas transportation and storage system; (3) its market position as
Europe's largest gas supplier; (4) its strong financial metrics
and free cash flow generation, underpinned by contracted foreign-
currency-denominated revenues and modest leverage; and (5) the
economic, political and reputational importance of the company to
the Russian state.

Despite its sizeable capex program and contracting domestic gas
sales, Moody's expects that Gazprom's financial metrics will
remain fairly robust in 2016-17.  This view is underpinned by
Gazprom's strong position in the European gas market, in which it
is likely to maintain its market share.  Also, Gazprom's gas
supply to Europe accounts for one third of Europe's total
consumption volume and represents more than a half of the
company's gas revenues.  Gazprom's activity in the European gas
market hinges on long-term contracts with oil-pegged prices based
on the take-or-pay commitment.

The company's leverage as measured by Moody's-adjusted
debt/EBITDA stood at 1.7x as of Sept. 30, 2015.  Deteriorating
EBITDA and operating cash flows amid falling gas prices,
potentially resulting in negative free cash flows in 2016, could
increase leverage as measured by Moody's-adjusted leverage to
1.8x over the next 12-18 months.  Gazprom is not subject to US
and EU financial sanctions and retains good access to
international capital markets having executed successful notes
placements in 2015 and 2016.

Headquartered in Moscow, Gazprom is one of the world's largest
integrated oil and gas companies.  It is focused on the
exploration, production and refining of gas and oil (via its
subsidiary Gazprom Neft PJSC (Ba1, negative), as well as the
transportation and distribution of gas to domestic, former Soviet
Union (FSU) and European markets.  Gazprom also owns and operates
the Unified Gas Supply System in Russia, which is the world's
largest gas transportation, storage and processing system,
comprising nearly 170,700 kilometres of high-pressure trunk
pipelines and 26 underground gas storage facilities, and is the
leading exporter of gas to Western Europe.  For the first nine
months of 2015, Gazprom reported sales of RUB4.2 trillion and
EBITDA of RUB1.4 trillion.

   -- CONFIRMATION OF GAZPROM NEFT'S Ba1 CFR and Ba1-PD PDR

Moody's confirmed the Ba1 CFR and Ba1-PD PDR of Gazprom Neft PJSC
(Gazprom Neft) and the Ba1 instruments ratings of its subsidiary
GPN Capital S.A. with a negative outlook.  The ratings reflect
(1) the large scale of the company's reserves and operations; (2)
its strong operating and financial performance; (3) its track
record of production growth and robust reserves replacement; and
(4) the close and beneficial linkages between Gazprom Neft and
its parent Gazprom.

In 2015, the company grew its total proved hydrocarbon reserves,
including shares in joint operations and joint ventures, by 5% to
11,268 million barrels of oil equivalent (mmboe).  The company's
hydrocarbon production including its share in joint ventures
increased by 20.3% to 79.7 million tonnes (mt) in 2015 on
continued production growth at joint ventures and sustained
production at major fields.  Lower oil and oil products prices on
international markets were offset by higher sales volumes and
prices at domestic market, resulting in net 2.1% sales decline.
The company's refining throughput is fairly stable.

Higher production volumes and higher realised prices in the
domestic market allowed the company to grow Moody's-adjusted
EBITDA to RUB410 billion in 2015 compared with RUB371 billion in
2014.  Capital expenditure increased by 29% to RUB349 billion in
2015 from RUB271 billion in 2014, resulting in negative Moody's-
adjusted free cash flows of RUB95 billion in 2015.

Moody's expects that capex will remain at an elevated level
resulting in negative free cash flows in 2016-17 as the company
continues to actively invest in upstream operations and forges
ahead with planned production ramp up.  Moody's expects that
Gazprom Neft's production will continue growing mainly owing to
greenfield developments.  Despite negative free cash flows,
Moody's expects that Gazprom Neft's Moody's-adjusted leverage
will remain at around 2.0x in 2016-17.

Gazprom Neft refines 77% of its oil production and sells more
than half of its refining output via its own distribution
network.  The scale of the company's downstream assets and their
proximity to its main producing fields in West Siberia highlight
Gazprom Neft's high level of integration.

Gazprom Neft was included in the US and EU sanctions lists, which
effectively cut off the company's access to long-term external
financing in the Western financial and capital markets, as well
as its ability to continue cooperating with Western partners on
complex development projects.  As a result, Moody's expects that
Gazprom Neft will source liquidity from its strong operating cash
flows as well as from (1) Russian banks (primarily state-owned);
and (2) the issuance of rouble-denominated exchange bonds.

Headquartered in St. Petersburg, Gazprom Neft is Russia's fourth-
largest vertically integrated oil and gas company by production
levels.  Gazprom Neft is 95.68% owned by Gazprom.  For 2015,
Gazprom Neft's revenue amounted to RUB1.7 trillion and its
Moody's-adjusted EBITDA to RUB410 billion.

   -- CONFIRMATION OF ROSNEFT'S Ba1 CFR and Ba1-PD PDR

Moody's confirmed the Ba1 CFR and Ba1-PD PDR of OJSC Oil Company
Rosneft (Rosneft) and Rosneft International Holdings Limited and
the Ba1 instruments ratings of Rosneft's subsidiaries Rosneft
Finance S.A. and Rosneft International Finance Limited with a
negative outlook.

To determine Rosneft's debt rating and CFR Moody's applies its
GRI rating methodology, according to which the CFR is driven by a
combination of (1) Rosneft's baseline credit assessment (BCA) of
ba1; (2) the Ba1 local-currency debt rating of the Russian
government with a negative outlook; (3) the high dependence
between the state and the company; and (4) Moody's assumptions of
a high level of support from the state in case of need.

Despite the government's plans to privatize 19.5% of Rosneft's
shares, Moody's expects that the company will continue to enjoy
high state support owing to its key economic role as one of the
biggest tax payers in Russia and the biggest oil company in
Russia (with the government continuing to retain controlling
stake).

The rating reflects the company's strong business profile as one
of the world's largest public oil and gas companies in terms of
reserves and production.  It also has substantial refining
footprint.  The company enjoys very strong state support, which
was called upon at end-2014/early-2015 when the company issued
more than RUB1 trillion of rouble-denominated bonds to refinance
its upcoming maturities.  This issuance came soon after the
company appeared on US and EU sanctions lists, which effectively
shuttered the company's access to international capital markets,
as well as its ability to continue cooperating with western
partners on complex development projects.

Moody's expects that Rosneft will source additional liquidity
from its strong operating cash flows and cash balances as well as
from (1) Chinese partners under prepayment crude supply
contracts; (2) Russian banks (primarily state-owned); and (3)
potential deals, announced in 2015-16, whereby it will sell
assets.

Rosneft's proved hydrocarbon reserves amounted to 34 billion boe
per Securities and Exchange Commission (SEC) classification and
43 billion boe per Petroleum Resources Management System (PRMS)
classification as of Dec. 31, 2015.  In the Q4 2015, Rosneft's
average hydrocarbon production amounted to 5.2 million boe per
day.  The production of natural and associated gas was 16.62
billion cubic meters in Q4 2015.

Moody's-adjusted debt includes about RUB1.9 trillion of
prepayments from traders on long-term oil supply agreements,
which the rating agency treats as a debt-like item, adding to
financial debt.  This elevates leverage, as measured by Moody's-
adjusted debt/EBITDA, to about 5.3x as of Dec. 31, 2015.  The
company used these prepayments as a liquidity buffer and also to
reduce its financial debt.

Despite a sizeable capex programme, which Moody's estimates at
about RUB600-RUB750 billion per year in 2016 and 2017, depending
on prevailing oil prices, the rating agency expects that the
company will be able to generate positive free cash flows in
2016-17.  This will allow it to reduce Moody's-adjusted leverage
to 3x-4x by end-2017.  Sizeable cash and deposits balances of
RUB1.3 trillion as of Dec. 31, 2015, aided by operating cash
flows estimated by Moody's at about RUB0.8-RUB1 trillion per year
in 2016-17, will allow the company to fund its capex and repay
its maturing financial debt.

Rosneft, in which the Russian state holds a 69.5% share via its
fully owned agent OAO Rosneftegaz (not rated), is Russia's
largest integrated oil and gas company.  The company reported
RUB5,150 billion of revenue and RUB1,245 billion of EBITDA in
2015.

   -- CONFIRMATION OF LUKOIL'S Ba1 CFR and Ba1-PD PDR

Moody's confirmed the Ba1 CFR and Ba1-PD PDR of Lukoil, PJSC
(Lukoil) and the Ba1 instruments ratings of its subsidiary LUKOIL
International Finance B.V. with a negative outlook.

The rating reflects (1) the company's unique business profile as
Russia's largest private company; (2) sustainable growth rates of
both oil and gas production and successful reserve replacement;
(3) evolving opportunities from ramping up production at key
greenfield projects; and (4) its strong financial metrics,
including low leverage.

The company's proved reserves at Jan. 1, 2016, fell to 16,558
million barrels of oil equivalent (mmboe) from 17,585 mmboe as of
1 January 2015, with production (890 mmboe) in 2015 and negative
reserve revisions (643 mmboe) in the same year exceeding reserve
additions (506 mmboe).  Moody's positively notes that the company
continues to expand reserves and production outside of Russia,
with the West Qurna-2 project in Iraq contributing significantly
to positive reserves revision in 2016.  The project's
contribution to total production also rose to about 10% in 2015
(versus 5.7% in 2014) offsetting declining production at Lukoil's
mature fields in Western Siberia.  This boost in production at
West Qurna-2 allowed the company to increase 2015 oil and
condensate production to 2,052 thousand barrels of oil equivalent
per day (boepd) compared with 1,992 thousand boepd in 2014, even
as production in Western Siberia declined.

Lukoil's leverage as measured by Moody's-adjusted debt/EBITDA
stood at 1.0x as of Dec. 31, 2015, compared with 0.9x as of
Dec. 31, 2014, which is low versus both Russian and global oil
and gas sector peers.  The company was free cash flow positive in
2015, which, alongside its disciplined control over operating
expenses and capex, allows it to pay substantial dividends.
Moody's expects that under its base case oil price scenario, the
company will generate about RUB700 billion of operating cash
flows in 2016 and RUB800 billion in 2017, which will allow it to
fund about RUB600 billion of annual capex in 2016-17, pay
dividends and still remain free cash flow positive.  Moody's
estimates that the company will be able to maintain its leverage,
as measured by Moody's-adjusted debt/EBITDA, at about 1.0x in
2016-17.

Lukoil is a private company and is not among the Russian entities
affected by US and EU financial sanctions.  However, Lukoil is
subject to US sanctions banning the provision of goods, services
and technology for certain deep-water (greater than 500 feet),
Artic offshore, or shale projects that have the potential to
produce oil, encompassing license requirements for exports
involving certain projects.  Lukoil is also subject to similar EU
sanctions, which limit the provision of services required for
technologically challenging oil exploration and production
projects and apply to all such projects in Russia.  However,
Lukoil is not currently impacted by these sanctions as its
production in Western Siberia is mostly conventional and its
offshore projects in the North Caspian Sea are at water depths of
approximately 20 meters.  As such, they do not qualify as deep-
water (500 feet equals about 150 m) as indicated by the US
sanctions.

Lukoil is Russia's third-largest vertically integrated oil & gas
company.  The company reported revenue of RUB5,749 billion and
adjusted EBITDA of RUB946 billion in 2015.

   -- CONFIRMATION OF NOVATEK'S Ba1 CFR and Ba1-PD PDR

Moody's confirmed the Ba1 CFR and Ba1-PD PDR of OAO Novatek
(Novatek) and the Ba1 instruments ratings of its subsidiary
Novatek Finance Limited with a negative outlook.

The rating reflects the company's (1) vast conventional low cost
reserves; (2) integrated business model with a high share of
processed value added products; (3) track record of strong
production growth in gas and liquids (gas condensate and oil);
(4) strong domestic market position in gas; (5) strong financial
metrics and fairly low leverage; and (6) execution and financing
risks related to the development of Yamal LNG project, which have
somewhat abated recently.

Novatek has 31 E&P licences located mainly above the Arctic
Circle in the West Siberian Yamalo-Nenets Autonomous District of
Russia, with total proven SEC reserves growing by 1.4% to 12.8
billion boe as of Dec. 31, 2015, from 2014.  The company carries
out the commercial production of natural gas, gas condensate and
crude oil at 13 fields, including the company's flagship
Yurkharovskoye and East-Tarkosalinskoye oil and gas condensate
fields, with E&P production licences valid until 2034 and 2043,
respectively.  These fields contributed 53% and 13% of the
company's total gas production in 2015.

Helped by the growing production of gas and liquids at its joint
ventures, the company grew gas production to 68 billion cubic
meters (bcm) in 2015 from 62 bcm in 2014 while growing liquids
production by 51% to 9.1 million tonnes in 2015 from 6 million
tonnes in 2014.  Production of gas and liquids at the company's
joint ventures with Gazprom Neft, SeverEnergia (not rated), of
which the company owns 53.3% (ownership will be reduced to parity
during 2016) and Northgas (not rated), of which the company owns
50%, as well as oil production from Yarudeyskoye oil field
developed by joint venture Yargeo, of which the company owns 51%,
launched in December 2015 and ramped up to full capacity by the
end 2015, will continue contributing to growing gas and liquids
volumes in 2016.

Moody's expects that Novatek will maintain its strong financial
metrics in 2016-17 with leverage (as measured by Moody's-adjusted
debt/EBITDA) of around 1.5x in 2016-17.  The company's solid
operating cash flows will be sufficient to fund sharply reduced
capex requirements, repay debt and pay dividends.  Moody's
expects free cash flows after dividends in 2016 at about RUB40
billion potentially growing to RUB70 billion in 2017 under
Moody's base case oil price scenario, provided the company does
not extend substantial financing to its joint venture Yamal LNG
from 2016.

Novatek is subject to a US ban on the provision of financing for,
and other dealings in, new debt with a maturity of longer than 90
days and all activities related to new debt, which does not
impact the company's existing debt or equity instruments.
Novatek is not subject to the US technological sanctions,
comprising a ban on the provision of goods, services and
technology for certain deep-water (greater than 500 feet), Arctic
offshore, or shale projects that have the potential to produce
oil, encompassing also licence requirements for exports involving
certain projects.  For that reason, Yamal LNG has not experienced
meaningful difficulties, apart from some delays in closing
external financing owing to these financial restrictions, while
the project continues to receive equipment from foreign
suppliers, including from the US.

Headquartered in Moscow, Novatek is Russia's largest independent
gas producer and second-largest gas company in Russia, after
state-controlled Gazprom.  In 2015, Novatek reported RUB475
billion in revenue and normalized EBITDA of RUB215 billion.

                      PRINCIPAL METHODOLOGY

The principal methodology used in rating Gazprom, PJSC, Gaz
Capital S.A., OOO Gazprom Capital, OJSC Oil Company Rosneft,
Rosneft International Finance Limited, Rosneft International
Holdings Limited and Rosneft Finance S.A. was Global Integrated
Oil & Gas Industry published in April 2014.  Other methodologies
used include the Government-Related Issuers methodology published
in October 2014.

The principal methodologies used in rating OAO Novatek and
Novatek Finance Limited was Global Independent Exploration and
Production Industry published in December 2011.

The principal methodologies used in rating Lukoil, PJSC, LUKOIL
International Finance B.V., Gazprom Neft PJSC and GPN Capital
S.A. was Global Integrated Oil & Gas Industry published in April
2014.

List of Affected Ratings:

Confirmations:

Issuer: Gazprom, PJSC
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1

Issuer: Gaz Capital S.A.
  Senior Unsecured Medium-Term Note Program, Confirmed at (P)Ba1
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1
  Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Issuer: OOO Gazprom Capital
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1

Issuer: Gazprom Neft PJSC
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1

Issuer: GPN Capital S.A.
  BACKED Senior Unsecured Medium-Term Note Program, Confirmed at
   (P)Ba1
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1

Issuer: OJSC Oil Company Rosneft
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1

Issuer: Rosneft Finance S.A.
  BACKED Senior Unsecured Medium-Term Note Program, Confirmed at
  (P)Ba1
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1

Issuer: Rosneft International Finance Limited
  BACKED Senior Unsecured Medium-Term Note Program, Confirmed at
   (P)Ba1
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1

Issuer: Rosneft International Holdings Limited
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1

Issuer: Lukoil, PJSC
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1

Issuer: LUKOIL International Finance B.V.
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1

Issuer: OAO Novatek
  Probability of Default Rating, Confirmed at Ba1-PD
  Corporate Family Rating, Confirmed at Ba1

Issuer: Novatek Finance Limited
  BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at
   Ba1
  Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Outlook Actions:

Issuer: Gazprom, PJSC
  Outlook, Changed To Negative From Rating Under Review

Issuer: Gaz Capital S.A.
  Outlook, Changed To Negative From Rating Under Review

Issuer: OOO Gazprom Capital
  Outlook, Changed To Negative From Rating Under Review

Issuer: Gazprom Neft PJSC
  Outlook, Changed To Negative From Rating Under Review

Issuer: GPN Capital S.A.
  Outlook, Changed To Negative From Rating Under Review

Issuer: OJSC Oil Company Rosneft
  Outlook, Changed To Negative From Rating Under Review

Issuer: Rosneft Finance S.A.
  Outlook, Changed To Negative From Rating Under Review

Issuer: Rosneft International Finance Limited
  Outlook, Changed To Negative From Rating Under Review

Issuer: Rosneft International Holdings Limited
  Outlook, Changed To Negative From Rating Under Review

Issuer: Lukoil, PJSC
  Outlook, Changed To Negative From Rating Under Review

Issuer: LUKOIL International Finance B.V.
  Outlook, Changed To Negative From Rating Under Review

Issuer: OAO Novatek
  Outlook, Changed To Negative From Rating Under Review

Issuer: Novatek Finance Limited
  Outlook, Changed To Negative From Rating Under Review



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


ABENGOA SA: Obtains Bankruptcy Protection Under Chapter 15
----------------------------------------------------------
Patrick Fitzgerald at The Wall Street Journal reports that Judge
Kevin Carey of the U.S. Bankruptcy Court on April 27 granted
bankruptcy protection to Spain's Abengoa SA over the objections
of a group insurance companies who claimed the energy company's
talks to restructure billions in debt was unfair to U.S.
creditors.

The judge said he would sign off on Abengoa's bid for protection
under chapter 15, which recognizes the company's ongoing
restructuring talks with its banks and bondholders in Spain, the
Journal relates.

Recognition of the Spanish proceeding locks in a pre-insolvency
standstill agreement Abengoa struck with key creditors that gives
it more time -- through Oct. 28 -- to continue negotiations on
restructuring its debts, which court papers show total more than
EUR14.6 billion (US$16.48 billion), the Journal notes.

With Judge Carey's approval, the Seville-based energy company
will receive the benefits of U.S. bankruptcy law, including the
so-called automatic stay that halts lawsuits and prevents
creditors from seizing assets, the Journal discloses.

According to the Journal, under a so-called viability plan
floated to creditors earlier this year, the new Abengoa would cut
costs, shed noncore assets and emerge as a slimmer business
valued at EUR5.395 billion with EUR4.9 billion in debt.

                       About Abengoa S.A.

Spanish energy giant Abengoa S.A. is a leading engineering and
clean technology company with operations in more than 50
countries worldwide that provides innovative solutions for a
diverse range of customers in the energy and environmental
sectors.  Abengoa is one of the world's top builders of power
lines transporting energy across Latin America and a top
engineering and construction business, making massive renewable-
energy power plants worldwide.

As of the end of 2015, Abengoa, S.A. was the parent company of
687 other companies around the world, including 577 subsidiaries,
78 associates, 31 joint ventures, and 211 Spanish partnerships.
Additionally, the Abengoa Group held a number of other interests
of less than 20% in other entities.

On Nov. 25, 2015 in Spain, Abengoa S.A. announced its intention
to seek protection under Article 5bis of Spanish insolvency law,
a pre-insolvency statute that permits a company to enter into
negotiations with certain creditors for restricting of its
financial affairs.  The Spanish company is facing a March 28,
2016, deadline to agree on a viability plan or restructuring plan
with its banks and bondholders, without which it could be forced
to declare bankruptcy.

On March 16, 2016, Abengoa presented its Business Plan and
Financial Restructuring Plan in Madrid to all of its
stakeholders.

                       U.S. Bankruptcies

Abengoa, S.A., and 24 of its subsidiaries filed Chapter 15
petitions (Bankr. D. Del. Case Nos. 16-10754 to 16-10778) on
March 28, 2016, to seek U.S. recognition of its restructuring
proceedings in Spain.  Christopher Morris signed the petitions as
foreign representative.  DLA Piper LLP (US) represents the
Debtors as counsel.

Gavilon Grain, LLC, et al., on Feb. 1, 2016, filed an involuntary
Chapter 7 petition for Abengoa Bioenergy of Nebraska, LLC
("ABNE") and on Feb. 11, 2016, filed an involuntary Chapter 7
petition for Abengoa Bioenergy Company, LLC ("ABC").  ABC's
involuntary Chapter 7 case is Bankr. D. Kan. Case No. 16-20178.
ABNE's involuntary case is Bankr. D. Neb. Case No. 16-80141.  An
order for relief has not been entered, and no interim Chapter 7
trustee has been appointed in the Involuntary Cases.  The
petitioning creditors are represented by McGrath, North, Mullin &
Kratz, P.C.

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and 5 five
other U.S. units of Abengoa S.A., which collectively own,
operate, and/or service four ethanol plants in Ravenna, York,
Colwich, and Portales, each filed a voluntary petition for relief
under Chapter 11 of the United States Bankruptcy Code in the
United States Bankruptcy Court for the Eastern District of
Missouri.  The cases are pending before the Honorable Kathy A.
Surratt-States and are jointly administered under Case No. 16-
41161.

Abeinsa Holding Inc., and 12 other affiliates, which are energy,
engineering and environmental companies and indirect subsidiaries
of Abengoa, filed Chapter 11 bankruptcy petitions (Bankr. D. Del.
Proposed Lead Case No. 16-10790) on March 29, 2016.



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


BANK SOYUZ: NBU Balks at Judge's Decision to Void Liquidation
-------------------------------------------------------------
Interfax-Ukraine reports that the National Bank of Ukraine has
asked Ukraine's high qualification commission of judges to apply
disciplinary action to judges of the district administrative
court in Kyiv because of their decision to void the liquidation
of bank Soyuz, the regulator has reported on its website.

"The court ruling [voiding the liquidation of the bank] does not
contain justified conclusions regarding proofs of the lawful
decision of the NBU.  The court did not take into account the
conclusions of the higher administrative court in similar cases,"
Interfax-Ukraine quotes the NBU as saying.

Additionally, Kyiv's court of appeals on April 26 did not uphold
a claim of the NBU and Individuals' Deposit Guarantee Fund,
Interfax-Ukraine relates.

The NBU intends to file a counterclaim, Interfax-Ukraine
discloses.

The central bank also will appeal to the high qualification
commission of judges regarding violations by the court of
appeals, Interfax-Ukraine notes.

Bank Soyuz is a universal commercial bank, founded in 1993.



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


BHS GROUP: PPF Rejected Owners' Pension Scheme Rescue Proposals
---------------------------------------------------------------
Murad Ahmed, Josephine Cumbo and Scheherazade Daneshkhu at The
Financial Times report that BHS's owners made two offers to plug
the company's GBP571 million pension scheme deficit in the past
three months -- but both were dismissed by the UK's pension
rescue fund for falling well short of the action it deemed
necessary.

According to the FT, people close to the negotiations said one of
the proposals would have involved the industry-backed Pension
Protection Fund being paid GBP18 million in cash, a GBP10 million
loan note and BHS shares worth 33% of the company.

However, the PPF deemed the offers inadequate, the people, as
cited by the FT, said, and retained the right to pursue more
funds from BHS's current and former owners.  These include
Sir Philip Green, the retail magnate who sold BHS for gBP1 to the
little-known Retail Acquisitions consortium last year, the FT
notes.  Sir Philip has also been reported to have offered รบ80m to
help pay down the BHS pension deficit, the FT states.

The fate of BHS's pension scheme has become a key issue in the
fallout over the 88-year-old high-street chain's fall into
administration this week, with thousands of current and former
staff facing steep cuts to their retirement benefits, the FT
relays.

Earlier this week, the Pensions Regulator launched a probe into
BHS's collapse, which has left 11,000 jobs across 164 stores at
risk, the FT recounts.

According to the FT, people with knowledge of the negotiations
said that during Retail Acquisitions' 13-month ownership of BHS,
various parties attempted to negotiate settlements with the
Pensions Regulator and the PPF over the pension deficit.

People close to the talks said that Retail Acquisitions presented
two deals of this sort to the regulator and the PPF, one in
February and another this month, both of which were rejected by
the fund as they were not judged sufficient, the FT relates.

Many of the 20,000 members of the BHS pension scheme face cuts to
their retirement income as responsibility for payments passes to
the PPF, the FT discloses.

BHS Group is a department store chain.  The company employs
10,000 people and has 164 shops.


CARE UK: Moody's Cuts Probability of Default Rating to Caa1
-----------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
(CFR) and Probability of Default Rating (PDR) of Care UK Health &
Social Care Investments Limited (Care UK or the Company) to Caa1
and Caa1-PD from B3 and B3-PD respectively. At the same time,
Moody's has downgraded to Caa1 from B3 the rating of the Senior
Secured Floating Rate Notes and to Caa3 from Caa2 the rating of
the Senior Subordinated Second Lien Notes, both of which are
issued by Care UK Health & Social Care PLC. The outlook is
stable.

RATINGS RATIONALE

The downgrade reflects Moody's expectation that earnings through
the remainder of FY2016 will contract as a result of ISTC Wave 2
program renewals within the Company's Healthcare division and
that, in conjunction with debt increases associated with ongoing
cash absorption that is primarily driven by expansion capex: 1)
Moody's adjusted credit metrics will deteriorate reasonably
materially during FY2016; and 2) FY2016 and beyond will be
characterized by depletion of available liquidity. Previously
Moody's stable outlook was predicated on already weak credit
metrics not worsening during FY2015 before beginning to improve
from FY2016 onwards. At the same time, downward rating pressure
guidance included free cash flow generation remaining negative
and worsening of the liquidity profile.

While Moody's recognizes the expectation that newly developed and
restructured properties will provide a greater contribution to
earnings as their trading activity and occupancy levels mature,
we also believe that vulnerabilities to EBITDA generation have
been experienced and continue to exist. These include: 1)
occupancy levels in new homes growing at slower than forecast
rates (the full earnings contribution of new homes opened can
take up to two years to materialize); 2) in our view organic
earnings growth is relatively weak and can be negatively affected
by higher labor costs and pressure on public sector spending; and
3) a key factor in the future profitability of the Health Care
business is its ability to attract patients and retain contracts.

Against this, Moody's acknowledge that Care UK has also achieved
material recent contract wins within its Health Care business and
that the Company delivered notable wage cost efficiencies during
FY2015, albeit that in the case of the latter these largely
reversed in Q1 2016 as increased use of agency personnel impacted
negatively. In addition, while there is potential for the
National Living Wage to create wage cost pressure, Moody's notes
that: 1) the extent to which increased levels of reimbursement
funded by the 2% council tax precept might mitigate this feature
is not yet known, but may present upside; 2) increasing rates of
self-pay and 3) the Company has adopted conservative
reimbursement assumptions in its planning process. We also
believe that long term demand is driven by favorable demographic
trends as well as constraints in public health and social care
provision. Nonetheless, even assuming that EBITDA growth is
delivered during FY2017, oody's expects that, due to ongoing high
maintenance capital expenditure and investment in new homes, free
cash generation will remain negative, leading to further
reductions in liquidity available in the absence of funding being
raised from alternative sources.

Moody's said, "While we therefore anticipate reduction both in
cash balances and RCF availability during FY2016 and beyond, we
also expect Care UK's liquidity to remain adequate over a 12-18
month time horizon. As at December 2015 the Company's cash
balances amounted to c.GBP24.7 million and availability under the
RCF, which matures in 2019, was GBP29.6 million. The RCF contains
a leverage covenant for which we expect good headroom over the
time frame detailed. Because the First and Second Lien Notes
account for predominately all the Company's debt, short term
debt, which consists mainly of finance leases, is also
negligible. Finally, while we expect that Care UK will continue
to absorb cash, we acknowledge that typically only minimal levels
of investment capex are committed at any point in time, which
provides flexibility, while the Company has potential alternative
sources of liquidity available, including high levels of balance
sheet asset backing and the possible repayment of related party
intercompany loans made outside the Restricted Group (i.e. to
Silver Sea)."

Structural Considerations

The Senior Secured Notes and the Second Lien Notes are secured by
first and second ranking liens, respectively, over all the shares
in the Issuer and over substantially all the property and assets
of the Issuer and the Guarantors. The Revolving Credit Facility
is secured and guaranteed on the same basis as the Senior Secured
Notes, but, in accordance with the terms of an Intercreditor
Agreement, in the event of enforcement of the security the
obligations of the RCF will be satisfied in full before any
payment can be made under the Senior Secured Notes or the Second
Lien Notes. Facility documentation requires that Guarantors must
represent a minimum 85% of each of Consolidated EBITDA and gross
assets of the Restricted Group. The First Lien Notes are rated
Caa1, in line with the CFR, to reflect the fact that there is
limited debt ranking ahead of them, while the Second Lien Notes
are rated Caa3, to reflect their subordinated ranking within the
capital structure.

RATIONALE FOR THE STABLE OUTLOOK

Notwithstanding that Moody's expects a deterioration in Care UK's
credit metrics during FY2016, the stable outlook assumes that
ratios will begin to improve in line with underlying improved
operating performance from FY2017 onwards. The stable outlook
therefore incorporates limited flexibility for debt funded
expansion or continuing underperformance.

WHAT COULD CHANGE THE RATING UP/DOWN

Positive rating pressure is unlikely over the medium term given
the weakness in credit metrics and Moody's expectation of
continuing cash absorption, but would be considered if positive
free cash generation were to be evidenced on a sustainable basis.
Conversely, negative pressure would likely result if the criteria
for the stable outlook were not to be met, negative free cash
flow generation were to worsen and / or Care UK's liquidity
profile were to weaken further than anticipated.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014.

Care UK is a leading independent provider of health and social
care services in the UK. The Company operates a range of
facilities delivering residential and nursing care, as well as
health care facilities delivering a range of services to NHS
patients, including primary, secondary and urgent care services.
Care UK is indirectly owned by funds managed by private equity
firm Bridgepoint, which owns 79.4% of Care UK Health & Social
Care Holdings Limited, the ultimate parent company, while the
remaining 20.6% of share capital is owned mainly by management
and employees.


T&A KERNOGHAN: Goes Into Administration
---------------------------------------
Construction Enquirer reports that Contractor T&A Kernoghan has
fallen into administration owing suppliers thousands.

The firm was based in Northern Ireland but also carried out work
across the UK.

Michael Jennings -- michael.jennings@bdo.co.uk -- and Brian
Murphy -- brian.murphy@bdo.co.uk -- of BDO Northern Ireland were
officially appointed as Joint Administrators over T&A Kernoghan
by the company's secured lenders, according to Construction
Enquirer, the report notes.

All staff at the business were made redundant immediately.

BDO said that a winding up petition had been presented against
the company by one of its creditors, which was subsequently
supported by a number of other creditors, the report relays.

The report discloses that BDO added: "Following our appointment,
it is with regret that due to the extent of the Company's
financial difficulties, the Joint Administrators have been
required to make all staff redundant and cease operations across
the various building sites throughout the UK.

"The Administrators and their staff will be responsible for
maximising value for the Company's stakeholders through the
realisation of the remaining assets of the Company," BDO said.


TATA STEEL UK: Port Talbot Closure May Worsen Pension Deficit
-------------------------------------------------------------
Jim Pickard at The Financial Times reports that the chief
executive of Tata Steel UK on April 28 defended his parent
company's decision to sell the business but told MPs that the
growing deficit in the British Steel pension fund would be
worsened if the Port Talbot plant was closed.

Appearing in public for the first time since the company's
announcement in March, Bimlendra Jha said it had tried to resolve
the pension problem 18 months ago through talks with the unions
to avert a "huge economic and social disaster", the FT relates.

Tata has put GBP85 million into the pension fund in the last two
years and had promised another GBP125 million for 2016-18, the FT
discloses.

A shutdown of Port Talbot would reduce the number of active
contributors to the pension fund by 4,700, the FT says.  The fund
has liabilities of about GBP15 billion and a widening deficit
that is already GBP485 million, according to the FT.

There could still be a solution that did not involve "dipping
into the pockets of the exchequer but doesn't hurt the company
going forward," the FT quotes Mr. Jha as saying.  "We are
negotiating with the government to protect the interests of
existing pensioners."

According to the FT, Sajid Javid, the business secretary,
confirmed that talks were ongoing between pension trustees, the
company, the pension regulator and the government: "We are trying
to facilitate a solution in any way we can," he told the business
select committee.

Mr. Javid, as cited by the FT, said that many buyers were
interested in the assets, but not if they had to take
responsibility for the pension scheme.

Tata Steel is the UK's biggest steel company.


THAME AND LONDON: Moody's Assigns B3 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating
and a B3-PD probability of default rating to Thame and London
Limited (Travelodge). Moody's also assigned a (P)Ba3 rating to
the proposed Super Senior Revolving Credit Facilities to be
issued by Full Moon Holdco 7 Limited, a wholly-owned, indirect
subsidiary of Thame and London Limited. Furthermore, Moody's
assigned a rating of (P)B3 to the proposed Senior Secured Notes
due 2023 to be issued by TVL Finance plc, a wholly-owned,
indirect subsidiary of Thame and London Limited. The rating
outlook for all ratings is stable. This is the first time Moody's
has rated Travelodge.

"Travelodge has demonstrated the success of its turnaround
strategy following the Company Voluntary Agreement (CVA) in
2012," said Maria Maslovsky, a Vice President at Moody's and lead
analyst for Travelodge, "The company has modernized its entire
portfolio and re-launched the brand with a new advertising
campaign, which have contributed to its RevPAR growth
outperforming the market segment by over 4.5% in 2015 and its
EBITDA growing to over GBP100 million in 2015 from approximately
GBP33 million in 2013 as reported by the company."

RATINGS RATIONALE

Travelodge's B3 corporate family rating (CFR) reflects (1) the
company's leading position in the UK budget hotel industry; (2)
the success of the refit program which has delivered three years
of positive results; (3) the company's exposure to cyclical
demand and high operating leverage; and (4) Travelodge's weak but
improving financial metrics which include high leverage and low
interest coverage ratios.

The operational and financial restructuring helped Travelodge
grow its RevPAR which in 2015 in the UK increased by 11.7%,
outperforming the market segment's RevPAR growth of 7.2%. The
company's revenues and EBITA margins have also shown improvement
in the last two years: revenues increased from GBP432.6 million
in 2013 to GBP559.6 million in 2015 while EBITA margin grew from
30.3% in 2013 (25.9% in 2012) to 42.0% in 2015, as adjusted by
Moody's. The margin growth was helped by operational improvements
introduced by Travelodge's management including dedicated revenue
management and cost control initiatives. In addition, from
December 2013 to March 2016, Travelodge opened 3,872 rooms and
has a further secure pipeline of 35 hotels (3,456 rooms)
supporting its growth.

Despite a strong track record of operational improvements,
Travelodge remains a highly leveraged business with approximately
8.0x debt/EBITDA at year-end 2015 (pro forma for the proposed
transaction and including Moody's standard adjustments). Moody's
expects the company to de-leverage gradually over time as its
EBITDA continues to grow; however, Moody's note that it adjusts
its leverage calculation for operating leases which results in a
material increase in the face value of debt for Travelodge since
it leases all of its assets. Encouragingly, the company generated
positive free cash flow in 2015 for the first time since
the beginning of its turnaround.

As a lodging operator, Travelodge is sensitive to economic
cycles, and a slowdown in the UK would be a negative. Also,
addition of new competitive hotel rooms would be a concern.
Although no meaningful new supply is anticipated in the UK
regions, London has seen a number of room additions. Ameliorating
this challenge is the large size and diversity of London's
economy and hotel market which demonstrated great resiliency
following large room additions associated with the Olympic Games
in 2012.

The stable rating outlook reflects Moody's expectation that
Travelodge will sustain its improved operations while maintaining
sufficient liquidity.

Upward rating pressure could result from further operational
improvements driven by continued outperformance and successful
execution of the development strategy such that Moody's adjusted
leverage declines toward 6.5x and free cash flow remains positive
on a sustained basis. Adequate liquidity would also be important.

Negative rating pressure could arise from operational setbacks
such that Moody's adjusted leverage fails to decline from the
current level of approximately 8.0x and free cash flow becomes
negative on a sustained basis. Any liquidity challenges would
also be viewed negatively.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014.

Travelodge is a top two independent budget hotel chain in the UK
operating over 525 hotels and 39,000 rooms across the UK, Ireland
and Spain.


TOWD POINT: S&P Assigns B Rating to Class G Deferred Notes
----------------------------------------------------------
Standard & Poor's Ratings Services assigned credit ratings to
Towd Point Mortgage Funding 2016-Granite1 PLC's (Towd Point)
class A to G notes. At closing, Towd Point also issued unrated
class Z and X notes, as well as SDC, DC1, DC2, and DC3
certificates.

Towd Point purchased the beneficial interest in a portfolio of
U.K. residential mortgage loans from the seller (Cerberus
European Residential Holdings B.V.; CERH), using the notes'
issuance proceeds.  The seller in turn purchased the mortgage
loans from NRAM PLC (NRAM; formerly Northern Rock (Asset
Management) PLC).

The pool totals GBP6.086 billion (as of March 31, 2016).  The
pool comprises first-lien U.K. residential mortgage loans that
NRAM originated.

Bradford & Bingley PLC (B&B; acting on behalf of NRAM) is the
interim servicers of the loans in the pool.  The owner of NRAM
and B&B, UK Asset Resolution Ltd. (UKAR), is in the process of
selling the B&B mortgage servicing business.

S&P expects the sale of B&B's mortgage servicing business to
complete shortly after this transaction closes.  On Feb. 1, 2016,
Computershare Ltd. entered into an exclusivity period with UKAR.
Should the sale of its mortgage servicing business complete, B&B
will continue as interim servicer until a new long-term servicing
contract is in place, at which point the purchaser will provide
services to NRAM and become the back-up servicer according to
pre-defined servicing agreements.

Approximately 92.58% of the pool comprises standard variable rate
(SVR) loans, or loans which revert to an SVR in the future.
Based on S&P's legal analysis and the conditions outlined in the
various servicing agreements, S&P has been able to give credit to
the documented SVR floor rate for approximately 98% of the SVR
loans, which apply post December 2016.  For the remaining SVR
loans on which S&P has not given credit to the minimum rate, this
is due to documented conditions in the underlying mortgage
agreements that permit the legal title holder to charge a
borrower interest based on the lower of the SVR rate and a rate
linked to the bank of England base rate (BBR) plus a margin
determined by the legal title holder.

S&P rates the class A notes based on the payment of timely
interest.  Interest on the class A notes is equal to three-month
sterling LIBOR plus a class-specific margin.  However, the class
B to G notes are somewhat unique in the European residential
mortgage-backed securities market in that they pay interest based
on the lower of the coupon on the notes (three-month sterling
LIBOR plus a class-specific margin) and the net weighted-average
coupon (WAC) cap.  The net WAC on the assets is based on the
interest accrued on the assets (whether it was collected or not)
during the quarter, less senior fees, divided by the current
balance of the assets at the beginning of the collection period.
This rate is then divided by the outstanding balance of the rated
notes (class A to G) as a percentage of the outstanding balance
of the assets at the beginning of the period to derive the net
WAC cap.  The net WAC cap is then applied to the outstanding
balance of the notes in question to determine the required
interest.

In line with S&P's imputed promises criteria, its ratings address
the lower of these two rates.  A failure to pay the lower of
these amounts, for the class B to G notes, results in interest
being deferred.  Deferred interest also accrues at the lower of
the two rates.  S&P's ratings however, do not address the payment
of what are termed "net WAC additional amounts" i.e., the
difference between the coupon and the net WAC cap where the
coupon exceeds the net WAC cap.  Such amounts are subordinated in
the interest priority of payments.  In S&P's view, neither the
initial coupons on the notes nor the initial net WAC cap are "de
minimis", and nonpayment of the net WAC additional amounts is not
considered an event of default under the transaction documents.
Therefore, S&P do not need to consider these amounts in its cash
flow analysis, in line with S&P's criteria for imputed promises.

As previously mentioned, S&P treats the class B to G notes as
deferrable-interest notes in S&P's analysis.  Under the
transaction documents, the issuer can defer interest payments on
these notes.  While S&P's 'AAA (sf)' rating on the class A notes
addresses the timely payment of interest and the ultimate payment
of principal, S&P's ratings on the class B to G notes address the
ultimate payment of principal and interest.

S&P's ratings reflect its assessment of the transaction's payment
structure, cash flow mechanics, and the results of S&P's cash
flow analysis to assess whether the notes would be repaid under
stress test scenarios.  Subordination and excess spread (there is
no reserve fund to provide credit enhancement in this
transaction) provide credit enhancement to the rated notes that
are senior to the unrated notes and certificates.  Taking these
factors into account, S&P considers that the available credit
enhancement for the rated notes is commensurate with the ratings
assigned.

RATINGS LIST

Towd Point Mortgage Funding 2016-Granite1 PLC
GBP6.269 Billion Floating Rate Notes (Including
GBP6.086 Billion Residential Mortgage-Backed Notes)

Class                   Rating          Amount
                                      (mil. GBP)

A                       AAA (sf)       4,626.0
B-Dfrd                  AA (sf)          441.2
C-Dfrd                  A (sf)           395.6
D-Dfrd                  A- (sf)          182.6
E-Dfrd                  BBB (sf)          60.8
F-Dfrd                  BB (sf)          121.7
G-Dfrd                  B (sf)            54.7
SDC cert.               N/A                N/A
Z                       NR               204.3
X                       NR               182.6
DC1 cert.               N/A                N/A
DC2 cert.               N/A                N/A
DC3 cert.               N/A                N/A

NR--Not rated.
N/A--Not applicable.



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


* UK: R3 Proposes Introduction of "Business Rescue Moratorium"
--------------------------------------------------------------
Struggling companies should be given up to six weeks free from
creditor pressure to plan a recovery or rescue, says insolvency
trade body R3.

The UK's insolvency profession believes that the introduction of
a "business rescue moratorium" would help save more companies
under severe financial strain, saving more jobs and improving
returns to creditors.

Phillip Sykes, R3 president, says: "The UK insolvency regime is
flexible and effective but it needs a simple moratorium procedure
to give companies time to plan when there is a chance of rescuing
a business and preventing insolvency.  It is too easy for anxious
creditors to undermine potential rescues with a winding up
petition."

"As a result, rescue deals are arranged quickly and
confidentially, which can leave unsecured creditors in particular
feeling left out."

"Additionally, faced with losing control of their company when
entering an insolvency procedure, directors often wait until it
is too late before trying to take decisive action needed to turn
their company around."

Phillip Sykes adds: "A short moratorium gives struggling
companies a chance to be open with their creditors and negotiate
a way out of their problems in a transparent fashion. Directors
would remain in control of their company, with the supervision of
a qualified insolvency practitioner. Business rescue usually
means more money back for creditors than would be possible
following a liquidation, too."

"The UK insolvency regime is already highly regarded, so this is
a case of improving rather than replacing what we have already.
A moratorium would introduce some positive aspects of the US
insolvency regime without also introducing the high costs
associated with the US approach."

Under R3's proposals, creditors would not be able to pursue debts
owed by companies in a moratorium for 21 days. This period could
be extended for a further 21 days with court approval.

During the moratorium, companies would be overseen by a
Moratorium Supervisor who would ensure the directors are using
the moratorium as intended.

Any company could enter the proposed moratorium, including
insolvent companies who might otherwise enter a formal insolvency
procedure immediately.

The moratorium can be used to put in place plans to restructure a
company, negotiate alternative payment terms with creditors,
negotiate a Company Voluntary Arrangement, or prepare for an
administration or liquidation.

Companies in a moratorium must meet any liabilities created
during the moratorium. If they can't do this, they must enter an
insolvency procedure immediately.

Phillip Sykes says: "The insolvency regime already includes the
moratorium concept, but it can only be used in limited
circumstances.  For example, the existing pre-CVA moratorium is
only available to small companies and the reporting requirements
are so burdensome that it is little-used.  The proposed
moratorium extends the benefits of the existing moratorium but
avoids its shortcomings."

A European Commission Recommendation on business failure and
insolvency published in 2014 called on Member States to introduce
a "stay" (moratorium) for struggling businesses.  This
Recommendation suggested that the stay last at least four months.
Phillip Sykes says: "While a moratorium would be a valuable tool,
the moratorium period has to be kept short.  Four months is too
long to ask creditors to wait, and there is a danger that in a
longer moratorium a company would "drift" rather than focus on
dealing with its problems."


* BOOK REVIEW: EPIDEMIC OF CARE
-------------------------------
Author: George C. Halvorson
George J. Isham, M.D.
Publisher: Jossey-Bass; 1st edition
Hardcover: 271 pages
List Price: $28.20
Order your personal copy today at
http://www.amazon.com/exec/obidos/ASIN/0787968889/internetbankrup
t

Halvorson and Isham worked together as leaders of the Minneapolis
health-care organization HealthPartners; Halvorson as chairman
and CEO, and Isham as medical director and chief health officer.
From their positions as leaders in the health-care field, they
have gained a broad, thorough understanding of the structure,
workings, and the problems of America's health-care system. Their
"Epidemic of Care" written in a readable, lucid, jargon-free
style is a timely work for anyone interested in the pressing
matter of satisfactory health care in America. This includes
government workers, politicians, executives of HMOs and
hospitals, and critics of health care, to individuals making
choices about their own health care. It is a notable work both
practical and visionary that one hopes legislators and heads of
HMOs will take in. For Halvorson and Isham make their way through
the daunting complexities of today's health-care system to put
their finger on its core problems and offer practicable solutions
to these. The two main problematic issues of contemporary health
care are health-care costs and quality of care. These two authors
offer solutions taking into consideration both of these. They put
forth balanced proposals instead of the many one-sided ones which
stress cutting costs at the expense of care or favor care
regardless of costs, costs usually born by government from tax
revenues. In the authors' comprehensive, balanced proposals,
corporations and businesses of all sizes, government agencies,
health-care organizations of all types, state and local
governments and health organizations, and also individuals work
together cooperatively for the goal of affordable, effective, and
widespread up-to-date health care.

Before outlining their program for dealing with the problems in
health care, which are only growing worse in the present system,
the authors relate information on different parts of today's
system most readers would not be aware of. Then they analyze it
to focus in on what is causing the problems in the particular
area of health care. In some cases, misconceptions held among the
public are cleared up, paving the way toward agreement on what
are the real problems and coming up with acceptable solutions for
them.  The percentage of the cost of HMO membership and insurance
premiums going for administration is one such misconception.
"People guess, in fact, that HMO and insurance administration
costs are about 30 to 40 percent of premiums and that insurer
profits add another 10 to 20 percent of the total cost." This
means that anywhere from about 40 percent to 60 percent of
payments for HMOs or insurance doesn't go for health care. The
authors clear up this misconception giving rise to much confusion
in trying to deal with the serious problems facing the health-
care field, as well as a good deal of resentment against HMOs and
insurance companies, by citing that "health plan administrative
costs, including profits and marketing, average from 5 to 30
percent of total premium, depending on the plan." This leads to
the conclusion that it is not a sudden rise in administrative
costs or the greed of health-care providers that is mainly
responsible for driving up the costs of health care and will
continue to do so for the foreseeable future without effective
change in the field. Rising costs of health care from new
technologies, consumer expectations and demands, and also misuse
of drugs and treatments making patients worse or prolonging their
medical problems are the main reason for the rising costs. The
frequent misuse of modern-day medicines and treatments cited by
the authors is an issue that is starting to receive attention in
the media.

The price of prescription drugs is one health-care issue already
receiving much attention that the authors address. In this
discussion, they note that because of committees of physicians
and pharmacologists set up by HMOs to identify which drugs were
most effective for specific medical problems and set standards
for prescribing these according to HMO policies, "all Americans
benefited from the new focus on drugs that actually work." Before
these committees, eighty-four percent of drugs developed by the
pharmaceutical companies were what were know as "class C" drugs
that were little better than placebos. As the authors note, in
those days not so long ago, drugs were being developed and
marketed more to generate sales than remedy medical conditions.
The high cost Americans pay for prescription compared to buyers
in other countries is another matter the two authors take up. In
this, they take the position of American buyers of prescription
drugs by making the point that they should not be singled out to
bear the disproportionate share of the research and marketing
costs going into the drug prices since numbers of persons in
countries around the world gain health benefits from the drugs.
The wasteful similarities between some prescription drugs, the
misuse of some, and growing concerns over costs and use of the
drugs with persons under sixty-five are other topics dealt with
in the discussion and analysis of the issue of prescription
drugs.

Halvorson and Isham's fair-minded overview and critique of
today's health-care field should be read by anyone with an
interest in and concern about this field central to the quality
of life of Americans and the economy. While they recognize that
the field's dysfunctions have such deep roots and thorny
complexities that "there is no single villain responsible for our
troubles and no silver bullet to cure them," undoubtedly some and
likely a number of the two authors' approaches to resolving
particular troubles or even their solutions to certain problems
will be adopted. There is just no way out of the current health-
care crisis other than the clear-sighted, comprehensive,
cooperative way Halvorson and Isham present.

George Halvorson is currently chairman and CEO of Kaiser
Permanente, one of the U. S.'s largest health-care organizations.
Isham continues as medical director and chief health officer of
HealthPartners.



                            *********

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 2016.  All rights reserved.  ISSN 1529-2754.

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

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

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000 or Nina Novak at
202-362-8552.


                 * * * End of Transmission * * *