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

                          E U R O P E

          Tuesday, March 26, 2019, Vol. 20, No. 61

                           Headlines



B E L G I U M

NYRSTAR: Defers Bond Coupon Payments Amid Restructuring Talks


G E R M A N Y

ADLER PELZER: S&P Alters Outlook to Stable & Affirms 'B+' Ratings


G R E E C E

GREECE: First Post-Bailout Payment Withheld Amid Reform Drive


I C E L A N D

WOW AIR: In Last-Ditch Partnership Talks with Icelandair


I R E L A N D

BLUEMOUNTAIN FUJI IV: Fitch Puts B-sf Rating on Class F Debt
BLUEMOUNTAIN FUJI IV: Moody's Assigns B2 Rating to Class F Notes
CVC CORDATUS IV: Fitch Assigns 'B-sf' Rating to Class F-R Notes
HARVEST CLO XXI: Moody's Assigns B2 Rating to Class F Notes
IRISH BANK: Judge to Rule on Quinn Children Undue Influence Claim

ST. PAUL'S: Fitch Assigns 'B-sf' Rating to Class F Notes
ST. PAUL'S: Moody's Assigns Ba2 Rating on Class E Notes


K A Z A K H S T A N

KAZKOMMERTSBANK: New Central Bank Chief Dodged Debt Claim in 2014


N E T H E R L A N D S

JUBILEE CLO 2019-XXII: Moody's Gives (P)B3 Rating to Class F Notes


R U S S I A

ROSTELECOM: S&P Places BB+ Ratings on Watch Neg. on Tele2 Deal
RUSNANO: S&P Withdraws 'BB/B' Ratings
TOMSK OBLAST: S&P Affirms BB- Issuer Credit Rating, Outlook Stable


S P A I N

IBERCAJA BANCO: Moody's Affirms Ba3 Deposit Rating, Outlook Now Pos


U K R A I N E

UKRGASBANK JSB: Fitch Assigns 'B-' LT IDRs, Outlook Stable


U N I T E D   K I N G D O M

GIRAFFE: Creditors Back Company Voluntary Arrangement
HEALTHCARE SUPPORT: S&P Affirms BB+ Rating on Sr. Sec. Debt
NOMAD FOODS: S&P Alters Outlook to Stable & Affirms 'BB-' Rating

                           - - - - -


=============
B E L G I U M
=============

NYRSTAR: Defers Bond Coupon Payments Amid Restructuring Talks
-------------------------------------------------------------
Neil Hume at The Financial Times reports that Nyrstar, Europe's
biggest zinc producer, has defered bond coupon payments as it tries
to strike a restructuring deal with creditors and avoid
bankruptcy.

According to the FT, the Belgian-based company had been due to pay
EUR31.6 million of interest on EUR850 million of debt on March 15
but has decided to exercise 30-day grace period so that it can
continue talks with bondholders and Trafigura, its biggest
shareholder.

"The company is undertaking a capital structure review and is in
constructive discussions with various of its financial stakeholders
on a restructuring transaction," the FT quotes the company as
saying on March 15.  "The economic effect for the shareholders of
Nyrstar of the restructuring transaction would be a very
substantial dilution."

Nyrstar, which is drowning under more than EUR1 billion of net
debt, has been battling tough conditions in zinc markets, in
particular record low processing fees, the FT relates.  These have
led the several huge profits warnings over the past year, the FT
notes.

Its shares plunged more than 90% in that period, as the market has
priced a debt-for-equity swap, which would wipe out ordinary
shares, the FT relays.  A EUR350 million bond is due to mature in
September, the FT states.

In December the company secured a US$650 million funding lifeline
from Trafigura, the FT recounts.




=============
G E R M A N Y
=============

ADLER PELZER: S&P Alters Outlook to Stable & Affirms 'B+' Ratings
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on German auto supplier
Adler Pelzer to stable from positive and affirms its 'B+' ratings
on the company and its secured debt.

S&P said, "The outlook revision reflects our view of German auto
supplier's Adler Pelzer's weakened profitability as of
third-quarter 2018, which we expect will continue. We therefore
anticipate Adler Plastic Spa, Adler Pelzer's 72%-indirect owner,
will be unable to sustainably improve its funds from operations
(FFO) to debt and EBITA margins to a level supportive of an upgrade
of Adler Pelzer.

"We expect Adler Plastic will post FFO to debt of about 20% in
2018, increasing from 17.6% in 2017 thanks to an equity injection
of EUR35 million in Adler Pelzer from Italian private equity fund
Fondo Strategico Italiano (FSI) that was upstreamed to Adler
Plastics. In addition, we expect Adler Plastic group's EBITDA
margins will stay below 10% in 2018 and 2019.

"Over recent months we have observed increasingly challenging
market conditions in the global automotive industry, which should
translate into increasing margin pressure for Adler Pelzer, likely
limiting further deleveraging at Adler Plastics level. Key risks
that we observe are continued weak sales in China, further signs of
escalating trade conflicts, and an increased likelihood of a hard
Brexit, all of which have the potential to significantly reduce car
production levels." This was already reflected in third-quarter
2018 results, with Adler Pelzer reporting EBITDA of 8.0%, down from
9.6% in the same period of 2017. Reported EBITDA margins also
declined to 8.8% for the nine months ended Sept.30, 2018, compared
with 9.2% over the same period in 2017.

Over the past few years, Adler Pelzer has positioned itself towards
electrification by developing solutions for electrical vehicles'
acoustics. This repositioning is underpinned by receipt of orders
for battery electric vehicles that are due to launch in the coming
quarters. While S&P notes the company's efforts to develop
innovation products, it also notes that research and development
spending of about 3%-4% of sales per year is relatively low
compared with other industry players, which S&P believes is due to
Adler Pelzer's comparatively lower technological content.

S&P said, "The stable outlook reflects our expectation that Adler
Pelzer's operating performance will remain broadly stable, allowing
the company to generate reported free operating cash flows of EUR20
million-EUR30 million in 2019. In addition, we expect the Adler
Plastic group will maintain FFO to debt of about 15%-20%, despite
the more challenging market environment, and S&P Global Ratings'
adjusted EBITDA margins at about 8%-10%. We expect companies
outside the restricted group will maintain adequate liquidity
levels, which will improve its profitability.

"We could downgrade Adler Pelzer if the group's adjusted FFO to
debt fell below 12% or if adjusted free operating cash flow was
materially weaker than expected. This could be the case if Adler
Pelzer failed to execute its order book due to a more severe
downturn in the auto industry, contrary to our expectations, or if
underperformance of the other businesses held by Adler Plastic
constrained the operating results at the group level.

"We could also lower the ratings if entities outside Adler Pelzer's
scope drew significantly on Adler Pelzer's cash balances.
Increasing leverage at these entities would also weigh on our
rating for Adler Pelzer.

"We could upgrade Adler Pelzer if the Adler Plastic group posted,
on a sustainable basis, FFO to debt of more than 20%, combined with
EBITDA margins of about 10%, with profitability not significantly
weaker than that of Adler Pelzer. Given increasingly uncertain
prospects in the global automotive industry and the historically
volatile performance of other businesses held by Adler Plastic, we
believe sustainable improvement to these metrics will be delayed."



===========
G R E E C E
===========

GREECE: First Post-Bailout Payment Withheld Amid Reform Drive
-------------------------------------------------------------
Viktoria Dendrinou at Bloomberg News reports that European
officials sought to quell fears Greece is going off track just
months after its bailout ended, talking up the country's reform
drive even though Athens has yet to fulfill the conditions attached
to the disbursement of some EUR1 billion (US$1.1 billion) in
debt-relief aid.

The decision to withhold the cash was taken at a meeting of
euro-area finance ministers in Brussels on March 11, marking the
delay of the first post-bailout payment the country is set to
receive as part of a deal struck last year with its European
creditors to ease its debt load, Bloomberg relates.

Yet despite the holdup, ministers played down the foot-dragging and
voiced optimism that the outstanding overhauls will soon be
completed, allowing for the funds to be disbursed when they next
meet in April, Bloomberg discloses.

According to Bloomberg, although Greece exited its international
bailout last summer, it still needs to undertake overhauls in
exchange for semi-annual disbursements of cash until mid-2022,
money that's to be used by the euro area's most-indebted nation to
ease the refinancing of its burden.

Greece has so far completed 13 of the 16 reforms it has to
undertake in exchange for the first tranche of post-bailout
payments, Bloomberg states.  But the key issue making creditors
withhold the disbursement is the government's proposed legislation
on the protection of homeowners' primary residence from
foreclosure, which EU officials said is too generous, Bloomberg
notes.

While Greece doesn't face a liquidity crunch, the holdup in the
disbursement could signal to markets that the country's
reform-drive is waning ahead of an election later this year,
Bloomberg relays.




=============
I C E L A N D
=============

WOW AIR: In Last-Ditch Partnership Talks with Icelandair
--------------------------------------------------------
Josh Spero at The Financial Times reports that Icelandic low-cost
carrier Wow Air has announced that it is in discussions about a
last-ditch partnership with rival Icelandair after a potential
investor in Wow pulled out and left it on the verge of failure.

Private equity firm Indigo Partners, which already owns a number of
airlines, had been in negotiations with Wow to invest up to US$90
million since November, the FT relates.

But negotiations had already been extended by a month to the end of
March after the parties could not agree terms, the FT notes.

According to the FT, on March 21 evening Wow said: "The proposed
investment of Indigo Partners LLC in Wow Air has been cancelled by
Indigo Partners  .  .  .  Subsequently Wow Air has started
discussions with Icelandair Group.  The parties aim to conclude the
negotiations by Monday March 25 2019."

Icelandair, as cited by the FT, said it expected competition
concerns to be allayed by the "failing firm defence", suggesting
Wow was in danger of going out of business.




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

BLUEMOUNTAIN FUJI IV: Fitch Puts B-sf Rating on Class F Debt
------------------------------------------------------------
Fitch Ratings has assigned BlueMountain Fuji EUR CLO IV DAC final
ratings.

BlueMountain Fuji EUR CLO IV DAC is a cash flow collateralised loan
obligation (CLO). Net proceeds from the issuance of the notes have
been used to purchase a EUR350 million portfolio of mostly European
leveraged loans and bonds. The portfolio is actively managed by
BlueMountain Fuji Management, LLC acting through its Series A. The
CLO envisages a 4.5-year reinvestment period and an 8.5-year
weighted average life.

KEY RATING DRIVERS

'B' Portfolio Credit Quality: Fitch considers the average credit
quality of obligors to be in the 'B' range. The Fitch-weighted
average rating factor of the identified portfolio is 31.21.

High Recovery Expectations: At least 96% of the portfolio comprises
senior secured obligations for as long as any of the class A-1
notes remain outstanding and thereafter 90%. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the current portfolio is 68.14%.

Diversified Asset Portfolio: The transaction includes two Fitch
matrices the manager may choose from, corresponding to the fixed
rate obligations, limited at 0% and 7.5%. The transaction also
includes limits on maximum industry exposure based on Fitch
industry definitions. The maximum exposure to the largest three
Fitch industries in the portfolio is covenanted at 40%.

Portfolio Management: The transaction features an approximately
4.5-year reinvestment period and includes reinvestment criteria
similar to other European transactions. Fitch's analysis is based
on a stressed-case portfolio with the aim of testing the robustness
of the transaction structure against its covenants and portfolio
guidelines.

Cash Flow Analysis: Fitch used a customised proprietary cash flow
model to replicate the principal and interest waterfalls and the
various structural features of the transaction, and to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests.

RATING SENSITIVITIES

A 125% default multiplier applied to the portfolio's mean default
rate, and with this increase added to all rating default levels,
would lead to a downgrade of up to two notches for the rated notes.
A 25% reduction in recovery rates would lead to a downgrade of up
to four notches at the 'BB' level and two notches for all other
rating levels.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognised statistical rating organisations and/or European
Securities and Markets Authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information.

Overall, Fitch's assessment of the asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.

BlueMountain Fuji EUR CLO IV DAC
   
A-1; LT 'AAAsf' New Rating
   
A-2; LT 'AAAsf' New Rating
  
B-1; LT 'AAsf' New Rating
  
B-2; LT 'AAsf' New Rating
  
C; LT 'Asf' New Rating  

D; LT 'BBB-sf' New Rating

E; LT 'BB-sf' New Rating

F; LT 'B-sf' New Rating  

Sub-Notes; LT 'NRsf' New Rating

X; LT 'AAAsf' New Rating

BLUEMOUNTAIN FUJI IV: Moody's Assigns B2 Rating to Class F Notes
----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to notes issued by BlueMountain Fuji
EUR CLO IV DAC.

EUR 1,500,000 Class X Senior Secured Floating Rate Notes due 2032,
Definitive Rating Assigned Aaa (sf)

EUR 201,250,000 Class A-1 Senior Secured Floating Rate Notes due
2032, Definitive Rating Assigned Aaa (sf)

EUR 15,750,000 Class A-2 Senior Secured Floating Rate Notes due
2032, Definitive Rating Assigned Aaa (sf)

EUR 25,000,000 Class B-1 Senior Secured Floating Rate Notes due
2032, Definitive Rating Assigned Aa2 (sf)

EUR 10,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2032,
Definitive Rating Assigned Aa2 (sf)

EUR 21,600,000 Class C Deferrable Mezzanine Floating Rate Notes due
2032, Definitive Rating Assigned A2 (sf)

EUR 22,150,000 Class D Deferrable Mezzanine Floating Rate Notes due
2032, Definitive Rating Assigned Baa3 (sf)

EUR 19,150,000 Class E Deferrable Junior Floating Rate Notes due
2032, Definitive Rating Assigned Ba3 (sf)

EUR 7,250,000 Class F Deferrable Junior Floating Rate Notes due
2032, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

Moody's ratings of the Rated Notes address the expected losses
posed to noteholders. The ratings reflect the risks due to defaults
on the underlying portfolio of assets, the transaction's legal
structure, and the characteristics of the underlying assets.

The Issuer is a managed cash flow CLO. So long as any of the Class
A-1 Notes remain outstanding, at least 96.0% and thereafter 90% of
the portfolio must consist of senior secured obligations and so
long as the Class A-1 Notes remain outstanding up to 4% and
thereafter 10% of the portfolio may consist of senior unsecured
obligations, second-lien loans, mezzanine obligations and high
yield bonds. The portfolio is approximately 80% ramped as of the
closing date and to be comprised predominantly of corporate loans
to obligors domiciled in Western Europe.

BlueMountain Fuji Management, LLC, acting through its Series A
entity will direct the selection, acquisition and disposition of
assets on behalf of the Issuer and may engage in trading activity,
including discretionary trading, during the transaction's 4.5 year
reinvestment period. Thereafter, the Manager may reinvest
unscheduled principal payments and proceeds from sales of credit
risk assets, subject to certain restrictions.

In addition to the nine classes of notes rated by Moody's, the
Issuer issued EUR36,650,000 of Subordinated Notes which will not be
rated.

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.

Methodology underlying the rating action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
March 2019.

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. BlueMountain's investment decisions and management
of the transaction will also affect the notes' performance.

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 March 2019.

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

Par Amount: EUR 350,000,000

Diversity Score: 44

Weighted Average Rating Factor (WARF): 2825

Weighted Average Spread (WAS): 3.50%

Weighted Average Recovery Rate (WARR): 44.25%

Weighted Average Life (WAL): 8.5 years

CVC CORDATUS IV: Fitch Assigns 'B-sf' Rating to Class F-R Notes
---------------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Loan Trust IV Designated
Activity Company final ratings as follows:

EUR240.8 million Class AR: 'AAAsf'; Outlook Stable

EUR24 million Class B-1-R: 'AAsf'; Outlook Stable

EUR13 million Class B-2-R: 'AAsf'; Outlook Stable

EUR26 million Class C-R: 'Asf'; Outlook Stable

EUR24 million Class D-R: 'BBB-sf'; Outlook Stable

EUR20.8 million Class E-R: 'BB-sf'; Outlook Stable

EUR10 million Class F-R: 'B-sf'; Outlook Stable

EUR44 million subordinated notes: 'NRsf'

The transaction is a cash flow collateralised loan obligation (CLO)
of mainly European senior secured obligations. Net proceeds from
the issuance of the notes are being used to redeem existing notes,
except the subordinated notes, which are not being re-offered.

The transaction maturity is extended to 2030 from 2028. The
portfolio, which consists of the existing portfolio that is further
modified by sales and purchases managed by CVC Credit Partners
Group Limited, have a target par of EUR388.6 million. The CLO
features a 2.1-year reinvestment period and a 6.5-year weighted
average life (WAL).

The transaction's collateral balance, including cash, currently is
above the target par. There is no effective date rating event
language in the refinancing offering circular. However, Fitch has
received a written confirmation from the asset manager that the
aggregate collateral balance including cash is at or above target
par and all portfolio profile tests, collateral quality tests and
over-collateralisation tests are satisfied on the closing date.

KEY RATING DRIVERS

'B'' Portfolio Credit Quality

Fitch assesses the average credit quality of obligors at the 'B'
category. The weighted average rating factor (WARF) of the current
portfolio is 32.7.

High Recovery Expectations

At least 90% of the portfolio comprises senior secured obligations.
Recovery prospects for these assets are typically more favourable
than for second-lien, unsecured and mezzanine assets. The weighted
average recovery rating (WARR) of the identified portfolio is 64%.

Diversified Asset Portfolio

The transaction has two Fitch test matrices corresponding to the
top 10 obligors limit at 18% and 26.5%. The transaction also
includes various concentration limits, including the maximum
exposure to the three largest Fitch-defined industries in the
portfolio at 40% with 17.5% for the top industry. These covenants
ensure that the asset portfolio will not be exposed to excessive
concentration.

Portfolio Management

The transaction features a 2.1-year reinvestment period and
includes reinvestment criteria similar to other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.

Cash Flow Analysis

Fitch used a customised proprietary cash flow model to replicate
the principal and interest waterfalls, and the various structural
features of the transaction, as well as to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests.

Recoveries of Secured Senior Obligations

For the purpose of Fitch's recovery rate calculation, in case no
recovery estimate is assigned, Fitch assumes secured senior loans
with a revolving credit facility (RCF) limit of 15% will have a
strong recovery. For secured senior bonds, recovery will be assumed
at 'RR3' instead of strong recovery. The different treatment with
regard to recovery is on account of historically lower recoveries
observed for bonds and that RCFs typically rank pari passu with
loans but senior to bonds. The transaction features a RCF limit of
20% while categorising the loan or bond as senior secured.

RATING SENSITIVITIES

A 25% default multiplier applied to the portfolio's mean default
rate, and with this increase added to all rating default levels,
would lead to a downgrade of up to two notches for the rated notes.
A 25% reduction in recovery rates would lead to a downgrade of up
to four notches for the rated notes.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO RULE 17G-10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets have ratings or credit
opinions from Fitch and/or other Nationally Recognised Statistical
Rating Organisations and/or European Securities and Markets
Authority-registered rating agencies. Fitch has relied on the
practices of the relevant groups within Fitch and/or other rating
agencies to assess the asset portfolio information.

Overall, Fitch's assessment of the asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.

HARVEST CLO XXI: Moody's Assigns B2 Rating to Class F Notes
-----------------------------------------------------------
Moody's Investors Service has assigned ratings to nine classes of
notes issued by Harvest CLO XXI DAC:

EUR 1,500,000 Class X Senior Secured Floating Rate Notes due 2031,
Definitive Rating Assigned Aaa (sf)

EUR 210,000,000 Class A-1 Senior Secured Floating Rate Notes due
2031, Definitive Rating Assigned Aaa (sf)

EUR 30,000,000 Class A-2 Senior Secured Fixed Rate Notes due 2031,
Definitive Rating Assigned Aaa (sf)

EUR 38,400,000 Class B-1 Senior Secured Floating Rate Notes due
2031, Definitive Rating Assigned Aa2 (sf)

EUR 6,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2031,
Assigned Aa2 (sf)

EUR 28,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2031, Definitive Rating Assigned A2 (sf)

EUR 23,600,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Definitive Rating Assigned Baa3 (sf)

EUR 24,400,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Definitive Rating Assigned Ba2 (sf)

EUR 9,400,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2031, Definitive Rating Assigned B2 (sf)

The Class X, the Class A-1 Notes, the Class A-2 Notes, the Class
B-1 Notes, the Class B-2 Notes, the Class C Notes, the Class D
Notes, the Class E Notes and the Class F notes are referred to
herein, collectively, as the "Rated Notes."

RATINGS RATIONALE

Moody's ratings of the Rated Notes address the expected losses
posed to noteholders. The ratings reflect the risks due to defaults
on the underlying portfolio of assets, the transaction's legal
structure, and the characteristics of the underlying assets.

Harvest CLO XXI DAC is a managed cash flow CLO. The issued notes
will be collateralized primarily by broadly syndicated senior
secured corporate loans. At least 96% of the portfolio must consist
of first lien senior secured loans, cash, and eligible investments,
and up to 4.0% of the portfolio may consist of second lien loans
and unsecured loans. The portfolio is approximately 90% ramped as
of the closing date.

Investcorp Credit Management EU Limited 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 and a half year reinvestment
period. Thereafter, the Manager may reinvest unscheduled principal
payments and proceeds from sales of credit risk assets, subject to
certain restrictions.

In addition to the nine classes of notes rated by Moody's, the
Issuer issued EUR 38,150,000 of subordinated notes, which will not
be rated.

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.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
March 2019.

Factors That Would Lead to an Upgrade or Downgrade of the Ratings:

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

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 March 2019.

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

Par amount: EUR 400,000,000

Diversity Score: 45

Weighted Average Rating Factor (WARF): 2850

Weighted Average Spread (WAS): 3.75%

Weighted Average Coupon (WAC): 4.50%

Weighted Average Recovery Rate (WARR): 44.00%

Weighted Average Life (WAL): 8.5 years

IRISH BANK: Judge to Rule on Quinn Children Undue Influence Claim
-----------------------------------------------------------------
Mary Carolan at The Irish Times reports that a High Court judge
will rule this week whether Sean Quinn's children can pursue a key
claim their father unduly influenced them to sign securities for
loans of hundreds of millions by Anglo Irish Bank to Quinn group
companies.

According to The Irish Times, Mr. Justice Garrett Simons's ruling
on Wednesday, March 27, on their application, strongly resisted by
Irish Bank Resolution Corporation (IRBC), could significantly
affect the conduct of the marathon litigation by the five children,
dating back to 2011, denying any liability for a total EUR415
million under guarantees.

The judge will also rule on their objection to being cross-examined
about an alleged conspiracy to remove assets from the Quinn
international property group beyond the reach of Anglo, since
nationalized as IBRC, The Irish Times states.

It also emerged on March 22 former Anglo CEO David Drumm is no
longer listed as a witness in the children's case, The Irish Times
notes.  The Quinns had planned to call 49 witnesses, including Mr.
Drumm, but a list of witnesses provided on Friday to the judge, in
compliance with a direction by him, listed 20 people and did not
include Mr. Drumm, The Irish Times says.  The 20 include several
former senior officers of Anglo, including Lar Bradshaw, Tom Browne
and Lorcan McCluskey, and an economist, Dr Constantin Gurdgiev, The
Irish Times discloses.

Brian Murray SC, for IBRC, strongly objected to the proposed
amendment of the claim, saying it would prejudice the bank as it
would have to meet an "entirely different" case, The Irish Times
relates.  Mr. Murray, as cited by The Irish Times, said the
children had known about their father's alleged undue influence for
10 years, never sought to join him as a defendant and, until the
case opened, their claim was Anglo exercised undue influence over
them in relation to the signing of the securities.

                   About Irish Bank Resolution

Irish Bank Resolution Corp., the liquidation vehicle for what was
once one of Ireland's largest banks, filed a Chapter 15 petition
(Bankr. D. Del. Case No. 13-12159) on Aug. 26, 2013, to protect
U.S. assets of the former Anglo Irish Bank Corp. from being seized
by creditors.  Irish Bank Resolution sought assistance from the
U.S. court in liquidating Anglo Irish Bank Corp. and Irish
Nationwide Building Society.  The two banks failed and were merged
into IBRC in July 2011.  IBRC is tasked with winding them down and
liquidating their assets.  In February, when Irish lawmakers
adopted the Irish Bank Resolution Corp., IBRC was placed into a
special liquidation in the Irish High Court to complete liquidation
and distribution of the two banks' assets.

IBRC's principal asset as of June 2012 was a loan portfolio valued
at some EUR25 billion (US$33.5 billion).  About 70 percent of the
loans were to Irish borrowers. Some 5 percent of the portfolio was
under U.S. law, according to a court filing.  Total liabilities in
June 2012 were about EUR50 billion, according to a court filing.

Most assets in the U.S. have been sold already.  IBRC is involved
in lawsuits in the U.S.

IBRC was granted protection under Chapter 15 of the U.S. Bankruptcy
Code in December 2013.

Kieran Wallace and Eamonn Richardson of KPMG have been named the
special liquidators.


ST. PAUL'S: Fitch Assigns 'B-sf' Rating to Class F Notes
--------------------------------------------------------
Fitch Ratings has assigned St. Paul's CLO X DAC final ratings, as
follows:

EUR248,000,000 Class A: 'AAAsf'; Outlook Stable

EUR30,300,000 Class B-1: 'AAsf'; Outlook Stable

EUR5,300,000 Class B-2: 'AAsf'; Outlook Stable

EUR12,600,000 Class C-1: 'Asf'; Outlook Stable

EUR15,800,000 Class C-2: 'Asf'; Outlook Stable

EUR22,000,000 Class D: 'BBB-sf'; Outlook Stable

EUR24,000,000 Class E: 'BBsf'; Outlook Stable

EUR10,800,000 Class F: 'B-sf'; Outlook Stable

EUR41,300,000 subordinated notes: 'NRsf'

St. Paul's CLO X DAC is a cash flow collateralised loan obligation
(CLO). Net proceeds from the notes have been used to purchase a
EUR400 million portfolio of mainly euro-denominated leveraged loans
and bonds. The transaction has a 4.5-year reinvestment period and a
weighted average life of 8.5 years. The portfolio of assets is
managed by Intermediate Capital Managers Limited.

KEY RATING DRIVERS

'B' Portfolio Credit Quality

Fitch assesses the average credit quality of obligors at the 'B'
category. The Fitch-calculated weighted average rating factor
(WARF) of the underlying portfolio is 32.7.

High Recovery Expectations

At least 90% of the portfolio comprises senior secured obligations.
Recovery prospects for these assets are typically more favourable
than for second-lien, unsecured and mezzanine assets. The
Fitch-calculated weighted average recovery rate (WARR) of the
identified portfolio is 66.5%.

Diversified Asset Portfolio

The transaction includes four Fitch matrices that the manager may
choose from, corresponding to the top 10 obligor limits at 18% and
26.5% as well as maximum allowances of fixed-rate assets of 0% and
10%, respectively. These covenants ensure that the asset portfolio
will not be exposed to excessive obligor concentration.

Portfolio Management

The transaction features a 4.5-year reinvestment period and
includes reinvestment criteria similar to other European
transactions'. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines

Cash Flow Analysis

Fitch used a customised proprietary cash flow model to replicate
the principal and interest waterfalls, and the various structural
features of the transaction, as well as to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests.

RATING SENSITIVITIES

A 125% default multiplier applied to the portfolio's mean default
rate, and with this increase added to all rating default levels,
would lead to a downgrade of up to two notches for the rated
notes.

A 25% reduction in recovery rates would lead to a downgrade of up
to four notches for the class E notes and a downgrade of up to two
notches for the other rated notes.

USE OF THIRD-PARTY DUE DILIGENCE PURSUANT TO RULE 17G-10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information.

Overall, Fitch's assessment of the asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.

ST. PAUL'S: Moody's Assigns Ba2 Rating on Class E Notes
-------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to notes issued by St. Paul's CLO X
Designated Activity Company:

EUR 248,000,000 Class A Senior Secured Floating Rate Notes due
2032, Definitive Rating Assigned Aaa (sf)

EUR 30,300,000 Class B-1 Senior Secured Floating Rate Notes due
2032, Definitive Rating Assigned Aa2 (sf)

EUR 5,300,000 Class B-2 Senior Secured Fixed Rate Notes due 2032,
Definitive Rating Assigned Aa2 (sf)

EUR 12,600,000 Class C-1 Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned A2 (sf)

EUR 15,800,000 Class C-2 Senior Secured Deferrable Fixed Rate Notes
due 2032, Definitive Rating Assigned A2 (sf)

EUR 22,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned Baa3 (sf)

EUR 24,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned Ba2 (sf)

EUR 10,800,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2032, Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

The rationale for the rating is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in its methodology.

St. Paul's CLO X DAC is a managed cash flow CLO. At least 90% of
the portfolio must consist of senior secured loans and senior
secured bonds and up to 10% of the portfolio may consist of
unsecured senior loans, second-lien loans, mezzanine obligations
and high yield bonds. The portfolio is expected to be at least 75%
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 six month
ramp-up period in compliance with the portfolio guidelines.

Intermediate Capital Managers 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 4.5 years
reinvestment period. Thereafter, purchases are permitted using
principal proceeds from unscheduled principal payments and proceeds
from sales of credit risk, and are subject to certain
restrictions.

In addition to the eight classes of notes rated by Moody's, the
Issuer issued EUR 41,300,000 of subordinated notes which will not
be rated.

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.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
March 2019.

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. Intermediate Capital Managers Limited's investment
decisions and management of the transaction will also affect the
notes' performance.

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 March 2019.

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

Par amount: EUR 400,000,000

Diversity Score: 47

Weighted Average Rating Factor (WARF): 2,925

Weighted Average Spread (WAS): 3.82%

Weighted Average Recovery Rate (WARR): 42.75%

Weighted Average Life (WAL): 8.5 years

As part of its analysis, Moody's has addressed the potential
exposure to obligors domiciled in countries with local currency
government bond ratings of A1 or below. According to the portfolio
eligibility criteria, obligors must be domiciled in a jurisdiction
which has a Moody's local currency country risk ceiling ("LCC") of
"A3" or above. In addition, according to the portfolio constraints,
the total exposure to countries with a local currency country risk
bond ceiling ("LCC") between "A1" and "A3" shall not exceed 10.0%.



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

KAZKOMMERTSBANK: New Central Bank Chief Dodged Debt Claim in 2014
-----------------------------------------------------------------
Nariman Gizitdinov at Bloomberg News reports that the new chief of
Kazakhstan's central bank dodged a debt claim in 2014 thanks to a
legal system that's failed to protect lenders from rampant defaults
and repeated crises.

In 2014, Yerbolat Dossayev and three business partners were given a
reprieve on repaying KZT1.9 billion, then worth US$13 million, that
they'd personally guaranteed to the central Asian country's biggest
bank at the time, Bloomberg recounts.  It's not clear whether the
debt was ever repaid, Bloomberg notes.  Within three years, the
lender, Kazkommertsbank, was buckling under the weight of a
currency devaluation and numerous bad loans, Bloomberg relates.  It
required a KZT2.6 trillion (US$6.9 billion) rescue, in part from
the regulator that Mr. Dossayev was appointed to head up last
month, and was taken over by a smaller bank, Bloomberg discloses.

That Mr. Dossayev, one of Kazakhstan's richest men and its economy
minister at the time, was able to avoid repaying the lender, is
emblematic of the problems facing the banking system he's now in
charge of reviving, Bloomberg says.  According to Bloomberg,
plagued by risky lending and poor debt collection, the industry has
gone through a decade-long slump that's cost the state at least
US$18 billion in bailouts.

Mr. Dossayev and his partners gave up to US$20 million in
guarantees for a credit line their company TOO GasMunayOnim got
from Kazkommertsbank, Bloomberg states.  But several years later,
when the company failed to pay interest on KZT13.2 billion of debt,
the bank went after the businessmen's assets, Bloomberg relays.  In
2014, their wives successfully sued the bank, the company and their
own husbands, claiming they weren't aware of the guarantees,
Bloomberg notes.




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

JUBILEE CLO 2019-XXII: Moody's Gives (P)B3 Rating to Class F Notes
------------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Jubilee CLO
2019-XXII B.V.

EUR 228,000,000 Class A Senior Secured Floating Rate Notes due
2032, Assigned (P)Aaa (sf)

EUR 34,000,000 Class B-1 Senior Secured Floating Rate Notes due
2032, Assigned (P)Aa2 (sf)

EUR 25,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2032,
Assigned (P)Aa2 (sf)

EUR 28,000,000 Class C Deferrable Mezzanine Floating Rate Notes due
2032, Assigned (P)A2 (sf)

EUR 25,500,000 Class D Deferrable Mezzanine Floating Rate Notes due
2032, Assigned (P)Baa3 (sf)

EUR 19,000,000 Class E Deferrable Junior Floating Rate Notes due
2032, Assigned (P)Ba3 (sf)

EUR 6,500,000 Class F Deferrable Junior Floating Rate Notes due
2032, Assigned (P)B3 (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 endeavour to
assign definitive ratings. A definitive rating (if any) may differ
from a provisional rating.

RATINGS RATIONALE

The rationale for the rating is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in its methodology.

The Issuer is a managed cash flow CLO. At least 96% of the
portfolio must consist of senior secured obligations and up to 4%
of the portfolio may consist of senior unsecured obligations,
second-lien loans, mezzanine obligations and high yield bonds. The
portfolio is expected to be 90% ramped as of the closing date and
to comprise of predominantly corporate loans to obligors domiciled
in Western Europe. The remainder of the portfolio will be acquired
during the 8-month ramp-up period in compliance with the portfolio
guidelines.

Alcentra Limited ("Alcentra") 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 and a
half-year reinvestment period. Thereafter, subject to certain
restrictions, purchases are permitted using principal proceeds from
unscheduled principal payments and proceeds from sales of credit
risk obligations.

In addition to the seven classes of notes rated by Moody's, the
Issuer will issue EUR 41,700,000 of Subordinated Notes which will
not be rated.

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.

Methodology underlying the rating action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
March 2019.

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. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

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 March 2019.

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

Par Amount: EUR 400,000,000.00

Diversity Score: 44

Weighted Average Rating Factor (WARF): 2850

Weighted Average Spread (WAS): 3.75%

Weighted Average Coupon (WAC): 4.25%

Weighted Average Recovery Rate (WARR): 44.00%

Weighted Average Life (WAL): 8.5 years

Moody's has addressed the potential exposure to obligors domiciled
in countries with local currency ceiling (LCC) of A1 or below. As
per the portfolio constraints and eligibility criteria, exposures
to countries with LCC of A1 to A3 cannot exceed 10% and obligors
cannot be domiciled in countries with LCC below A3.



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

ROSTELECOM: S&P Places BB+ Ratings on Watch Neg. on Tele2 Deal
--------------------------------------------------------------
S&P Global Ratings placed its 'BB+' ratings on Russian Telecom
Operator Rostelecom on CreditWatch with negative implications.

The negative CreditWatch placement follows Rostelecom CEO's recent
announcement that Rostelecom has agreed with fourth-largest Russian
mobile operator Tele2 Holding AB (Tele2) to increase its stake in
Tele2 from 45% to 100%. Key conditions of the deal including the
amount and the timeline are yet to be announced.

S&P said, "The CreditWatch placement reflects our view that, if the
transaction is mostly debt-financed, Rostelecom's leverage could
increase to a level not commensurate with the current rating. At
year-end 2018, Rostelecom's S&P Global Ratings-adjusted debt to
EBITDA was 2.2x and its funds from operations (FFO) to debt had
declined to 2%, from 6% in 2017. Therefore, before the transaction,
Rostelecom has limited headroom under our ratio thresholds for a
'BB+' rating, set at adjusted debt to EBITDA of 2.5x or below and
FOCF to debt at 5% or more. We also understand that Tele2 is a more
leveraged entity than Rostelecom, with net debt to EBITDA of 2.8x
at year-end 2018.

"The CreditWatch also reflects our view that, in the case of the
potential use of short-term funding for the deal and uncertainty
related to Tele2's liquidity position, the combined entity's
liquidity could weaken compared with Rostelecom's current position.
It further reflects our view that the company's strategy or
financial policy could become more aggressive, for example if it
decides to increase spending to develop Tele2's mobile network.

"That said, we acknowledge that Rostelecom's 100% consolidation of
Tele2 could strengthen the company's competitive position in the
Russian telecommunication market, given the lack of mobile
operations in Rostelecom's own product portfolio, which is a key
rating constraint. Our assessment of the overall impact on
Rostelecom's competitive position will also depend on the level of
integration of the two companies and the outcome of expected
synergies."

Tele2 demonstrated a strong operating performance in 2018. Tele2's
revenue in 2018 increased by 16% and reached Russian ruble (RUB)
143 billion, while its reported EBITDA increased by 43% to RUB44
billion, close to Rostelecom's 31.5%. Tele2 is the fourth-largest
mobile telecommunications operator in Russia, with 42 million
subscribers and a 17% market share.

The ratings on Rostelecom are constrained by the company's limited
geographical diversification, with full concentration on Russia,
which is characterized by high country risk. The ratings are also
constrained by declining revenue from fixed-line telephony
operations, somewhat offset by robust expansion in broadband,
pay-TV, and cloud business. Rostelecom's free cash flow and
discretionary cash flow generation is weak due to substantial
capital expenditure (capex) and significant dividend payout of at
least 75% of its free cash flow, assuming reported net debt is 2.5x
or below. Rostelecom's capex increased to 23% of sales in 2018 and
we expect it will remain about the same in 2019.

The ratings on Rostelecom are supported by its exclusive ownership
of nationwide, fixed-line telecom infrastructure. It also has the
highest fiber coverage in Russia, with a market share of 62% in
terms of subscribers. In Russia's fast-growing data center market,
Rostelecom has the largest market share, which is set to increase
as the company builds additional capacity.

S&P said, "We aim to resolve the CreditWatch after the transaction
closes, which we think could take place over the next three to six
months, and after we meet with management to discuss its strategy,
potential synergies, funding of the transaction, financial policy,
and capital structure plans.

"We could lower the rating on Rostelecom by one notch, depending on
our assessment of Rostelecom's financial ratios, liquidity
position, and free cash flow generation. We could also affirm the
ratings if financial ratios do not deviate meaningfully from
current levels, if our assessment of its business risk profile
leads us to relax current thresholds for the rating, of if the
transaction is abandoned."


RUSNANO: S&P Withdraws 'BB/B' Ratings
-------------------------------------
S&P Global Ratings withdrew its 'BB/B' ratings on Russian
technology investment firm RusNano at the company's request.

At the time of withdrawal, the outlook was stable. The ratings
reflected the company's important role for and very strong link
with the Russian government, continued ongoing government support,
and the company's modest leverage. The key rating constraints
included the company's narrow focus on investing in the risky and
unpredictable high-tech sector, weak earnings capacity, and risks
related to the company's concentration of expertise and strategic
vision within a limited number of individuals.




TOMSK OBLAST: S&P Affirms BB- Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
On March 22, 2019, S&P Global Ratings affirmed its 'BB-' long-term
issuer credit rating on the Russian region of Tomsk Oblast. The
outlook remains stable.

OUTLOOK

The stable outlook reflects S&P's expectation that the commitment
of Tomsk Oblast's financial management to cost controls will allow
the region to keep its deficit after capital accounts below 10% of
total revenue while maintaining adequate liquidity through the
timely arrangement of committed facilities.

Downside scenario

S&P said, "We could lower the rating on Tomsk Oblast if its
budgetary performance weakened and the deficit after capital
accounts increased to above 10% of total revenue and, at the same
time, the oblast's flexibility to contain expenditure in the face
of weakening revenue was exhausted. The rating could also come
under pressure if we saw the oblast loosening its prudent policy of
medium-term borrowing in favor of cheaper short-term debt."

Upside scenario

S&P said, "We might consider raising the rating on Tomsk Oblast
over the next 12 months if we saw a material improvement in the
oblast's revenue structure, thanks to changes in tax
redistribution, or if grants are higher and that results in
stronger budgetary performance and a structural decrease of the
oblast's debt burden. In addition, we could raise the rating if
stronger capital and financial planning led us to revise up our
assessment of the region's financial management."

RATIONALE

S&P said, "Russia's institutional framework has several weaknesses
and is volatile and unbalanced, in our view. Moreover, Tomsk
Oblast's economy is concentrated on commodities. We expect the
oblast to limit deficits over the next few years. We believe that
the management will cautiously finance upcoming deficits via debt
issuance while maintaining its liquidity with a sufficient debt
service coverage ratio of well above 120% in the next 12 months."
  
Concentrated economy in the context of a volatile and unbalanced
institutional framework

Under Russia's volatile and unbalanced institutional framework,
Tomsk Oblast's budgetary flexibility and performance are
significantly affected by the federal government's decisions
regarding key taxes, transfers, and expenditure responsibilities.
S&P estimates that federally regulated revenue will continue to
make up more than 95% of Tomsk Oblast's budget revenue, which
leaves very little revenue autonomy for the region. The application
of the consolidated taxpayer group, the tax payment scheme used by
corporate tax payers since 2012, continues to undermine
predictability of corporate profit tax (CPT) payments. The federal
budget law for 2019-2021 contains no provisions for new budget
loans. At the same time, the region participates in the
restructuring of the outstanding budget loans by the Federal
Ministry of Finance, which supports its liquidity. Tomsk Oblast
also has access to the revolving 90-day federal treasury facility,
which we understand will remain available to Russian local and
regional governments (LRGs) in the medium term.

Tomsk Oblast's economy benefits from its location bordering
economically important Krasnoyarsk Krai, Tyumen Oblast, and
Novosibirsk Oblast. Tomsk Oblast is rich in oil, natural gas,
ferrous and non-ferrous metals, and underground water. About 20% of
the West Siberian forest resources are located in Tomsk Oblast.
However, S&P believes that gross regional product (GRP) per capita
will remain at less than US$16,000 over the next three years and
the oblast's economy will remain subject to volatility and
concentration, since mining (mainly oil and gas) continues to
provide more than 20% of the GRP.

Like other Russian regions, Tomsk Oblast has very limited control
over its revenue within the centralized institutional framework.
The federal government regulates the rates and distribution shares
for most taxes and transfers, leaving only about 5% of operating
revenue that the region can manage. S&P said, "However, we believe
Tomsk Oblast has more flexibility on the spending side, thanks to
the relatively large self-financed part of its capital program,
which we think it could reduce by at least 20% if necessary. Our
assessment of the oblast's budgetary flexibility also reflects our
view that the management has some leeway to continue implementing
austerity measures to keep the deficit after capital accounts below
10% of total revenue."

Tomsk Oblast has improved its expenditure management, having
implemented tighter controls over spending growth for the past few
years. At the same time, similar to all Russian LRGs, the oblast
lacks reliable long-term financial planning and doesn't have
sufficient mechanisms to counterbalance the volatility that stems
from the concentrated nature of its economy and tax base in an
international comparison.   Deficit after capital accounts results
in moderate debt burden, liquidity remains adequate  In 2018, CPT,
which comprises about 30% of Tomsk Oblast's budget revenue,
demonstrated significant recovery from the low 2017 base as the
region saw larger inflows from taxpayers in the commodities sector,
owing to the weak ruble exchange rate and higher oil prices. S&P
said, "We believe that in 2019-2021 revenue collection will be
supported by strong performance of food retail, beer production,
and manufacturing. We also expect the oblast will benefit from
additional transfers from the federal level for the realization of
national projects. We also expect an increase in total expenditure
in real terms based on the higher capital program. At the same
time, we assume that the deficit after capital accounts will not
exceed 10% of the LRG's total revenue in the near term, thanks to
the management's cautious approach to budgeting and the oblast's
need to respect the agreement with the Ministry of Finance on
budget loan restructuring."

S&P said, "We expect the oblast's debt burden will increase
progressively, because of the important investment needs there,
relatively weak revenue growth, and projected deficits after
capital accounts. We believe debt will likely modestly exceed 60%
of total revenue by year-end 2021. The LRG's bonds remain liquid in
the domestic market, thanks to sustained issuance and a relatively
wide investor base. Since 2002, Tomsk Oblast has also been issuing
bond instruments for regional retail investors, which has helped it
diversify its investor base.

"We see very low risks stemming from contingent liabilities. If
faced with financial stress, we estimate that the oblast would need
to provide only the equivalent of less than 2% of its operating
revenue to support the few government-related entities that it
owns."

In December 2018, Tomsk Oblast obtained a total of Russian ruble 3
billion in bank debt maturing in one year. The proceeds were used
to redeem more expensive loans maturing in subsequent years, but
resulted in an increase of redemptions in 2019. S&P said, "We
nevertheless anticipate that the oblast will stick to its prudent
practice of organizing committed liquidity facilities and keeping
undrawn amounts exceeding refinancing needs, for which it has a
strong and longstanding track record. In our opinion, the average
amount available on the oblast's credit facilities and the average
amount of free cash will cover its debt service by more than 120%
over the next 12 months. However, we also consider that the oblast
has limited access to external liquidity, given the weaknesses of
the domestic capital market."

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the methodology
applicable. At the onset of the committee, the chair confirmed that
the information provided to the Rating Committee by the primary
analyst had been distributed in a timely manner and was sufficient
for Committee members to make an informed decision. After the
primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.

The committee's assessment of the key rating factors is reflected
in the Ratings Score Snapshot above.

The chair ensured every voting member was given the opportunity to
articulate his/her opinion. The chair or designee reviewed the
draft report to ensure consistency with the Committee decision. The
views and the decision of the rating committee are summarized in
the above rationale and outlook. The weighting of all rating
factors is described in the methodology used in this rating action.


  RATINGS LIST

  Ratings Affirmed

  Tomsk Oblast
   Issuer Credit Rating                   BB-/Stable/--



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

IBERCAJA BANCO: Moody's Affirms Ba3 Deposit Rating, Outlook Now Pos
-------------------------------------------------------------------
Moody's Investors Service has affirmed the long-term deposit
ratings of Ibercaja Banco SA (Ibercaja) at Ba3 and changed the
outlook to positive from stable. At the same time, Moody's has
affirmed the bank's baseline credit assessment (BCA) and adjusted
BCA at ba3. Further, Ibercaja's long-term Counterparty Risk
Assessment (CR Assessment) has been affirmed at Ba1(cr) as well as
its long-term local currency Counterparty Risk Rating at Ba2 and
its subordinate debt rating at B1. The bank's short-term ratings
and assessments remain unaffected. As part of today's rating
action, Moody's has also assigned a long-term and short-term
foreign currency Counterparty Risk Rating of Ba2/Not Prime to
Ibercaja.

The rating action reflects the gradual improvement of Ibercaja's
asset quality achieved in recent years, and Moody's expectation
that the improving asset risk trend will continue over the next 12
to 18 months.

RATINGS RATIONALE

  -- RATIONALE FOR AFFIRMING THE RATINGS WITH POSITIVE OUTLOOK

The affirmation of Ibercaja's ratings with a positive outlook
reflects the bank's gradual improvement of its asset quality and
Moody's expectation that the positive trend will continue over the
next 12 to 18 months. Although at a slower pace than domestic
peers, Ibercaja has still been able to reduce its stock of
nonperforming assets (NPAs, nonperforming loans plus foreclosed
real estate assets) since they peaked in 2014, and principally
boosted by a number of NPA portfolio sales that the bank has
undertaken in recent years. The bank's NPA ratio still stood at a
high 10.2% as of the end of 2018, but Moody's expects the positive
asset quality momentum to continue, supported by a slower but still
favorable performance of the domestic economy.

The rating affirmation with positive outlook is also underpinned by
Ibercaja's strong liquidity profile, which constitutes a key rating
strength. The bank benefits from a large retail deposit base that
covers most of the bank's funding needs (80% as of the end of
2018); moreover, the share that customer deposits represents over
total funding has been increasing over the last few years because
the deposit base has remained broadly stable while the bank's
balance sheet has progressively declined. The above trend has also
translated into lower reliance on market funding (measured as
market funds/tangible assets), which declined below 15% as of the
end of 2018 from levels above 20% in precedent periods. In
affirming Ibercaja's ratings with positive outlook, Moody's expects
the bank to continue funding its business primarily through
customer deposits, and hence maintaining a low reliance on market
funding.

Despite the mentioned improvements, Ibercaja's BCA remains
constrained by the entity's weak recurring profitability and
capitalisation. The bank's pre-provision income (PPI) over tangible
assets ratio stood at 0.57% in 2018 and, even disregarding the
negative impact on profits from portfolio sales and restructuring
costs, the return on assets ratio would remain at a low 0.2%. In
addition, Ibercaja shows a weak capital position, with Moody's key
capital metric Tangible Common Equity at 7.4% as of end-December
2018 and a low Moody's calculated leverage ratio (TCE/total
tangible assets) of 3.6% . The bank has a large exposure to
deferred tax assets (which represented around 50% of the common
equity tier 1 capital as of end-2018) that Moody's considers a
low-quality form of asset and which weighs on the bank's capital
assessment. From a regulatory perspective, Ibercaja shows a more
comfortable capital position, with a Common Equity Tier 1 ratio of
11.7% as of end-2018 (10.5% on a fully loaded basis).

WHAT COULD CHANGE THE RATING - UP

Ibercaja's BCA could be upgraded principally as a consequence of a
further reduction in the stock of problematic assets. A sustained
improvement in recurrent profitability and/or stronger capital and
leverage ratios could also trigger an upgrade of the BCA.

As the bank's deposit and senior debt ratings are linked to its
BCA, a positive change in its BCA would likely affect all ratings.
The ratings could also be upgraded if the bank changes its current
liability structure, indicating these securities would face a lower
loss given failure.

WHAT COULD CHANGE THE RATING - DOWN

Given the positive outlook, Ibercaja's ratings face very limited
downward pressure. However, downward pressure on the bank's BCA
could result from (1) a reversal in current asset risk trends with
an increase in the stock of nonperforming loans and/or other
problematic exposures, or (2) the bank's funding profile becoming
more reliant on market funding.

Ibercaja's deposit ratings could also be affected by changes in the
liability structure that indicate a higher loss given failure to be
faced by deposits.

LIST OF AFFECTED RATINGS

Issuer: Ibercaja Banco SA

Affirmations:

Long-term Counterparty Risk Rating (Local Currency), affirmed Ba2

Long-term Bank Deposits (Local and Foreign Currency), affirmed Ba3,
outlook changed to Positive from Stable

Long-term Counterparty Risk Assessment, affirmed Ba1(cr)

Baseline Credit Assessment, affirmed ba3

Adjusted Baseline Credit Assessment, affirmed ba3

Subordinate Regular Bond/Debenture (Local Currency), affirmed B1

Assignments:

Long-term Counterparty Risk Rating (Foreign Currency), assigned
Ba2

Short-term Counterparty Risk Rating (Foreign Currency), assigned
NP

Outlook Actions:

Outlook changed to Positive from Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks published
in August 2018.



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

UKRGASBANK JSB: Fitch Assigns 'B-' LT IDRs, Outlook Stable
----------------------------------------------------------
Fitch Ratings has assigned Ukrainian Public Joint-Stock Company
Joint Stock Bank Ukrgasbank (UGB) Long-Term Foreign and Local
Currency Issuer Default Ratings (IDRs) of 'B-', with Stable
Outlooks.

KEY RATING DRIVERS

IDRs, Viability Rating and National Rating

The IDRs of UGB are driven by its Viability Rating (VR) of 'b-',
which, in turn, captures Fitch's view of the bank's standalone
credit profile. The IDRs are also underpinned by potential
sovereign support, as UGB's Support Rating Floor (SRF) is at the
same level as the VR.

The VR reflects UGB's difficult operating environment, partly
defined by the Ukraine's sovereign rating of 'B-' (Stable) and the
bank's significant exposure to sovereign debt securities (27% of
total assets at end-3Q18) and loans to state-owned and municipal
entities (a further 15%). The VR also captures the bank's moderate
franchise, high risk appetite and financial profile risks.

UGB is the fourth largest bank in Ukraine (by asset), representing
6% of total sector assets and 7% of sector deposits. UGB is a
universal bank with a strategic focus on fairly narrow and
potentially vulnerable segments, such as financing of "green"
projects (including renewable energy, energy efficiency and
environmental projects).

The bank has a high risk appetite given its recent record of rapid
loan growth (up 50% in 2017, albeit a more moderate 11% in 9M18)
and a significant (although partly provisioned) exposure to
foreign-currency lending (46% of gross loans at end-3Q18) extended
to local borrowers.

Asset quality is a weakness with impaired loans ('Stage 3' under
IFRS 9) at 21% of gross loans at end-3Q18, albeit tempered by
strong loan loss allowance coverage of 96%. Additionally, UGB's
impaired loan ratio is below the sector average of 54%. The quality
of UGB's largest loans is acceptable but loan quality risks also
stem from the unseasoned nature of the book.

Capitalisation is viewed as modest given UGB's Fitch Core Capital
(FCC)/risk-weighted assets (RWA) ratio of 11.6% at end-3Q18. The
ratio benefits, to a degree, from zero risk weights applied to
certain sovereign bonds held in the bank's large securities
portfolio. High reserve coverage of impaired loans is a positive
factor for capitalisation.

Profitability is low, albeit improving in recent years. The bank's
operating profit/RWAs was 1.7% for 9M18 compared with 1.2% for
2017. Operating profit is constrained by high loan impairment
charges. If the bank continues to reduce its stock of impaired
loans, Fitch expects further upside for profitability.

UGB's funding profile benefits from a significant share of
interest-free current accounts and a low reliance on foreign
obligations. However, the bank shows high single-name deposit
concentrations, mostly attributed to a single large
state-controlled customer (14% of total liabilities at end-3Q18).
Liquidity is fairly comfortable, especially in the local currency,
given its large portfolio of highly liquid assets (cash and
short-term interbank placements) at 23% of total liabilities at
end-3Q18. Unpledged government securities comprised a further 30%
at that date, but Fitch believes liquidating or repo-ing these
instruments could be challenging.

The Stable Outlook on the Long-Term IDRs reflects Fitch's
expectations that UGB's asset quality is unlikely to deteriorate
significantly in the medium term, and that the bank's profitability
and capitalisation will remain broadly stable.

The National Long-Term Rating of 'AA(ukr)' reflects Ukrgasbank's
relative creditworthiness within Ukraine and is defined by the
level of the bank's Long-Term Local Currency IDR.

SUPPORT RATING AND SUPPORT RATING FLOOR

UGB's Support Rating (SR) of '5' and Support Rating Floor (SRF) of
'B-' reflects Fitch's view that sovereign support for the bank is
possible, but cannot be relied on, because of Ukraine's limited
ability to provide support (as reflected in Ukraine's sovereign
rating). At the same time, Fitch views the propensity to provide
support is high, particularly in local currency. This reflects the
bank's systemic importance, 95% state-ownership and the small cost
of potential support.

RATING SENSITIVITIES

The IDRs, National Rating and the SRF of UGB are highly correlated
with the sovereign's credit profile. The ratings could be
downgraded and SRF revised downwards in case of a sovereign
downgrade. An upgrade of the sovereign may not necessarily result
in an upgrade of the banks' ratings.

Upside for the bank's VR is currently limited by operating
environment risks. Downside risk for the VR could result from a
significant deterioration of asset quality and capitalisation
and/or liquidity. Further stabilisation of the sovereign's credit
profile and the country's economic prospects will reduce pressures
on the VR.

The rating actions are as follows:

Long-term Foreign and Local Currency IDRs assigned at 'B-', Outlook
Stable

Short-term Foreign and Local Currency IDRs assigned at 'B'

Support Rating assigned at '5'

Support Rating Floor assigned at 'B-'

Viability Rating assigned at 'b-'

National Long-Term Rating assigned at 'AA(ukr)', Outlook Stable



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

GIRAFFE: Creditors Back Company Voluntary Arrangement
-----------------------------------------------------
Alice Hancock at The Financial Times reports that the creditors of
UK restaurant chains Giraffe and Ed's Easy Diner have approved
proposals to shut 27 restaurants and renegotiate leases for at
least 13 others.

According to the FT, more than three quarters of the restaurant's
creditors voted to approve the plan, known as a company voluntary
arrangement, which will see nearly a third of the two chain's 70
restaurants close, putting 340 employees out of work.  Sites
include prime locations in Manchester, London and Glasgow, the FT
discloses.  Franchised restaurants, of which there are 17, are not
affected by the CVA, the FT states.

In its most recent filing to Companies House, Giraffe Concepts
reported a GBP67 million turnover for 2017 but a GBP9.9 million
loss, the FT relates.  The report said that "existing business and
future growth are funded from the continual financial support of
the parent company", the FT notes.

Both Giraffe and Ed's Easy Diner are owned by Ranjit Boparan, the
multimillionaire owner of the 2 Sisters Food Group that is one of
the UK's biggest food manufacturers.

Following the approval of the CVA, a GBP10 million refinancing will
go ahead with funds coming from Mr. Boparan and other sources such
as banks, the FT relays.


HEALTHCARE SUPPORT: S&P Affirms BB+ Rating on Sr. Sec. Debt
-----------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' issue ratings on Healthcare
Support (Newcastle) Finance PLC's senior secured debt.

In 2015, U.K.-based special purpose entity Healthcare Support
(Newcastle) Finance PLC issued a GBP115 million senior secured loan
from the European Investment Bank due March 2038 and GBP197.82
million of senior secured bonds due September 2041. The proceeds
were lent to ProjectCo to fund the design and construction of two
new facilities at the Freeman Hospital and the Royal Victoria
Infirmary (RVI), two regional hospitals serving patients from
Newcastle and across Northern England. ProjectCo operates under a
38-year availability based private finance initiative (PFI) project
agreement with the Newcastle-Upon-Tyne Hospitals National Health
Service (NHS) Foundation Trust (the Trust) through to September
2043.

The project's operations and maintenance requirements are limited
to hard FM services and certain nonclinical services to the new
facilities, which it passes down to IFM under the FM service
agreement. The associated cost is fixed (subject to inflation).
ProjectCo retains lifecycle risk, which is mitigated through the
requirement to fund a three-year forward-looking major maintenance
reserve account.

Laing O'Rourke Northern Ltd., the construction contractor,
completed the physical construction of the Freeman Hospital in July
2008 and the RVI facilities in February 2010. However, the final
contractual completion was not achieved until a settlement
agreement was signed in August 2016 following a long-running
dispute between the project parties.

IFM's ownership change could hinder ProjectCo's ability to improve
service performance in line with the Trust's expectations.

S&P said, "We understand that IFM will continue to trade as normal
following its immediate sale by Interserve PLC. As such, we do not
anticipate any negative impacts on IFM's service delivery at the
project's Newcastle sites in the short term. However, the ownership
changes could lead to staff turnover at IFM that affects IFM's
staff and management performance and increases the risk that the
Trust will continue to assign high service failure points (SFPs).
Despite remedial actions taken by ProjectCo and IFM over the past
two years, the Trust still perceives the service level to be below
the contractual requirements in some areas, drawing out a
long-running dispute. There is a large discrepancy between the
Trust's view of the SFPs compared with that of ProjectCo, and the
project is still in distribution lock-up. The parties' efforts to
resolve the SFP discrepancies have yet to produce an agreement on
the final level of SFPs for 2017 and 2018. This adds strain to an
already-tense relationship between ProjectCo and the Trust,
following disputes that arose during the construction phase. We
note, however, that ProjectCo and the Trust maintain an open
dialogue; the Trust recognizes that ProjectCo is making progress,
but still insists on further improvements.

Failure to resolve the disagreements ultimately heightens the risk
of the project agreement's termination. The Trust has issued three
warning notices linked to high SFPs that, in its view, exceed the
project agreement's threshold level for three consecutive months
(3,122 SFPs). The most recent warning notice was issued for the
July-September 2018 period, following notices in June 2017 and
February 2018. ProjectCo accepted the first warning notice but
disputes the subsequent two notices since the level of SFPs stated
were not agreed by both parties. In S&P's opinion, the risk of
ProjectCo receiving an event of default notice increases with each
warning notice. In addition, the longer it takes for the parties to
agree on the final level of SFPs the more difficult it will be for
ProjectCo to oppose the Trust's views. An event of default could
ultimately occur if the agreed SFPs exceed the contractual
threshold levels for a six-month, seven-month, and eight-month
rolling period, as defined in the collateral deed. Two or more
warning notices in any 12-month period is a trigger event under the
collateral deed, resulting in a shareholder distribution lock-up
and the potential for majority creditor intervention. Replacement
of the FM service provider within a six-month period is a trigger
event remedy.

The tasks performed by IFM are simple, in scope, and comparable
with those performed by other providers in PFI hospital projects,
which should facilitate the replacement of the counterparty if
needed. S&P thinks there are several other companies capable of
undertaking the contracts where needed, as shown by replacements in
a number of PFI projects following the compulsory liquidation of
Carillion Services Ltd. in January 2018.

ProjectCo has sufficient liquidity to cover any costs related to
IFM replacement, should it be required.

The project is in distribution lock-up, and it has accumulated cash
reserves in excess of GBP5 million, which is the Trust's view of
deductions from July 2017 to the expiry of the two-year moratorium
under the 2016 settlement agreement that expired in August 2018.
Since then the Trust is permitted to withhold unitary charge
deductions prior to agreement and sign-off with ProjectCo. This has
led to total deductions of over GBP1 million to date, which will be
adjusted on a future date if the final agreed figure is different.
S&P said, "We believe that the project has sufficient liquidity to
cover any costs related to replacing the FM provider and our base
case reflects market prices for the type of service provided. We
factor into our downside analysis the risk of increased costs in
the event of a potential replacement, partly reflecting that the
project's relationship with the Trust and the SFP history may limit
the project's appeal to an incoming service provider."

S&P said, "We think ProjectCo has sufficient liquidity to cover
other additional costs linked to service delivery that cannot be
passed down to IFM under its new parent company. IFM's obligations
are guaranteed by Interserve PLC (now in administration). It is
unclear at this point whether a new guarantee will be put in place
as a result of the Interserve administration or whether the
Interserve group restructuring will hinder IFM's ability to absorb
the full level of historical or future service performance
deductions. We have yet to determine if the restructuring is a
trigger event under the collateral deed that would require
ProjectCo to replace IFM as FM service provider. We note that an
insolvency of IFM would be a trigger event under the collateral
deed and would require the FM service provider to be replaced
within six months on the best terms possible.

"The negative outlook reflects that we could lower the ratings by
one or more notches if the parties fail to resolve their
differences over the SFPs prior to the end of 2019, or if the Trust
serves ProjectCo with an event of default notice. We could also
lower the rating if the minimum annual debt-service coverage ratio
(DSCR) under our base case decreases toward 1.10x, because, for
example, ProjectCo becomes exposed to service performance or
settlement agreement costs and does not have sufficient liquidity
to cover these costs."

Additionally, rating pressure could stem from ProjectCo having to
replace IFM as the FM service provider and subsequently incurring
higher operating costs than we currently expect.

S&P said, "We could revise the outlook to stable once the service
performance deductions up to the current period are finalized,
without material financial impact on ProjectCo. This would also
hinge on service delivery falling more in line with the Trust's
expectations such that the level of SFPs is below contractual
threshold levels. The forecast minimum annual DSCR under our base
will need to remain above 1.13x at all times.

"We currently see an upgrade as unlikely, since we expect it will
take time for the Trust and ProjectCo to re-establish a
constructive working relationship that would minimize the risk of
future conflicts and material penalty deductions. We would also
need to see completion of the settlement agreement's remedial works
before the February 2020 longstop date, performed at Laing
O'Rourke's cost."

NOMAD FOODS: S&P Alters Outlook to Stable & Affirms 'BB-' Rating
----------------------------------------------------------------
S&P Global Ratings revised its outlook on Nomad Foods to stable and
affirmed its 'BB-' rating on the company.

S&P revised the outlook to stable from negative following the
improvement in the group's operational performance over the past 12
months. Its adjusted leverage ratio at year end 2018 was better
than it expected, at 4.8x.

In the first half of 2018, the group acquired Goodfella's and Aunt
Bessie's for EUR465 million, and issued EUR350 million of related
debt. S&P said, "We saw a risk that its credit metrics would be
depressed by these acquisitions, with debt to EBITDA rising above
5x. In the event, Nomad Foods' restructuring costs were lower than
we forecasted and the acquisitions are already contributing
positively to EBITDA and FOCF generation."

In addition, the group has continued to generate positive organic
growth on its core segments of frozen fish and vegetables, and its
product mix has allowed it to improve its underlying EBITDA margin.
In 2018, the group generated 2.6% organic growth (compared with
about 1% for the overall market), of which about 1.4% stemmed from
price rises, and 1.2% from volume/mix growth.

S&P anticipates that the group will continue to benefit from its
strong position as a leader of the savory frozen food market in
Western Europe. It has a 26% market share in frozen seafood, 23% in
frozen vegetables, and 12% in ready meals. In S&P's opinion, Nomad
Food is building on its brands to take advantage of the positive
attributes of frozen food, such as its ability to maintain
nutritional features very similar to fresh products and lack of
preservatives. Frozen foods also benefit from consumers' increased
attention to the importance of daily consumption of different
vegetables in maintaining a balanced diet and their interest in
reducing waste and increasing convenience.

These elements are all very popular among millennials and can be
conveyed through solid investments in marketing and advertising and
a strong focus on innovation. S&P expects the group to succeed in
building new positions in growing categories such as plant proteins
and specialized nutrition. S&P also expects these elements could
allow the group's growth to continue to outpace that of the wider
frozen food market.

The recent raising of about $400 million in equity will immediately
improve the group's financial metrics. However, at this stage there
is no clear indication that Nomad Food intends to pursue a
structural deleveraging. The group has been acquisitive in the
past, with the EUR1.2 billion acquisition of Findus in 2015, and
the EUR465 million acquisitions of Goodfella's and Aunt Bessie's in
2018. These actions suggest that Nomad Foods could use the equity
increase to support its ambitions to pursue external growth
investments.

S&P said, "We would expect the group to select potential merger and
acquisition (M&A) targets carefully, and to aim to consolidate the
European frozen food market in the medium term. Our base case
includes about EUR300 million of spending on acquisitions in 2019
and 2020--this amount can be accommodated in the current financial
targets. That said, the group's current financial policy allows
debt leverage to increase to 4.5x as per company metrics. This is
equivalent to nearly 5.5x in our adjusted metrics. A big
acquisition would allow the group to expand and consolidate the
market, but would most likely incur new restructuring costs and a
time lag before it contributes positively to EBITDA growth.

"The group's exposure to the U.K. is an additional risk, in our
view. Nomad Foods generates about 30% of its sales from the U.K.,
and must import some of its raw materials from the other members of
the EU. In the context of Brexit uncertainty, we anticipate that
this may translate into rising raw material costs in the next 12
months, and the group may only be able to pass on part of the
increase by setting higher prices. We understand the group is
taking some preventive measures to secure their short-term supply,
but that uncertainty remains in the external environment.

"In our adjusted debt metric of EUR1,766 million in 2018, we
include about EUR1,764 million of reported long-term and short-term
debt, about EUR122 million of operating lease adjustment, we deduct
about EUR311 million of cash, we add about EUR168 million of
pension compensation, and about EUR23 million of unamortized
capitalized borrowing costs, asset retirement obligation debt and
financial payables adjustments. In our adjusted EBITDA of EUR365
million in 2018, we include EUR329 million of reported EBITDA
(after EUR18 million of restructuring costs), to which we add EUR20
million of operating lease adjustment, EUR13 million of stock
compensation expense, and EUR3 million of foreign exchange losses.


"The stable outlook indicates that we expect the group to maintain
adjusted EBITDA margins of 16%-18% over the next 12 months, thanks
to strong positioning of its brands and continued focus on
innovation. This will allow it to pass on price increases if raw
material costs continue to rise. We expect to see positive FOCF of
above EUR150 million per year and adjusted debt to EBITDA remaining
at 4x-5x. That said, we are not factoring into our base case the
negative impact of a potential "no deal" Brexit.

"We could lower our ratings if the group's adjusted debt to EBITDA
metrics was sustained above 5.0x. This would most likely result
from engaging into significant M&A transactions, partly
debt-funded, which would also incur significant restructuring
costs. In addition, we could lower our ratings if the group's
adjusted EBITDA margins fell by more than 200 basis points (bps) to
lower than 14%, for example, as a result of weak operating
performance.

"We could raise our ratings we had more visibility on the size of
potential future M&A transactions. We could also consider raising
our ratings if we were confident that adjusted debt to EBITDA would
remain sustainably close to 4x or below. This could result from a
disciplined approach to acquisitions, combined with the group
continuing to generate high recurring levels of FOCF."


                           *********


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

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

Copyright 2019.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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