/raid1/www/Hosts/bankrupt/TCRLA

/raid1/www/Hosts/bankrupt/TCRLA_Public/041228.mbx T R O U B L E D C O M P A N Y R E P O R T E R L A T I N A M E R I C A Tuesday, December 28, 2004, Vol. 5, Issue 256 Headlines A R G E N T I N A ABEL GONZALEZ: Files Petition to Reorganize IMPSAT FIBER: UBS Reveals 11.89% Participation MITRE MADERAS: Initiates Bankruptcy Proceedings NOVA-TEK: Court OKs Creditor's Bankruptcy Call PROTECHNOLOGY S.A.: Liquidating Assets to Pay Debts PESQUERA SANTA MARIA: Enters Bankruptcy on Court Orders SUDMERI S.A.: Debt Payments Halted, Set To Reorganize TEDAR S.A.: Initiates Bankruptcy Proceedings TRANSGON S.A.: Court Designates Bankruptcy Trustee B E R M U D A GLOBAL CROSSING: Completes $404M Secured Debt Financing B R A Z I L GERDAU: Signs Accord to Buy Stakes in Two Colombian Steel Mills NET SERVICOS: Announces Exchange of Preferred Shares C O L O M B I A EMCALI: To Pay Portion of Debt This Week C O S T A R I C A ICE: Comptroller Cuts 2005 Budget J A M A I C A AIR JAMAICA: Government of Jamaica Assumes Control M E X I C O GRUPO MEXICO: Americas Mining Signs Accord With Phelps Dodge GRUPO TMM: Summons Shareholders to a Meeting HYLSAMEX: Announces Directors' Resignation, Replacements PEMEX: Announces Results of Exchange Offers PEMEX: Facing Complaint For Oil Spill TV AZTECA: Prepays in Full Its $300M Notes Due 2007 P E R U MINERA VOLCAN: Timmers to Become General Manager SIDERPERU: Equilibrium Maintains Category C Ratings V E N E Z U E L A CANTV: Signs $6M-Deal With China's Huawei Technologies CERRO NEGRO: Fitch Affirms Ratings Despite Royalty Hike HAMACA: `BB' Ratings Affirmed By Fitch PETROZUATA: Fitch Affirms Ratings Despite Royalty Hike SINCOR: `BB' Ratings Affirmed - - - - - - - - ================= A R G E N T I N A ================= ABEL GONZALEZ: Files Petition to Reorganize ------------------------------------------- Abel Gonzalez S.A. filed a "Concurso Preventivo" motion, reports La Nacion. The Company is requesting permission to reorganize its finances following cessation of debt payments since Aug. 13, 2004. The Company's case is pending before Court No. 4, under Judge Carrega, who is assisted by Clerk No. 7 Dr. Gomez Diez. CONTACT: Abel Gonzalez S.A. Malabia 2173 planta baja "E" Buenos Aires IMPSAT FIBER: UBS Reveals 11.89% Participation ---------------------------------------------- UBS AG, a major international banking and financial firm with headquarters in Zurich, Switzerland, beneficially owns, directly and indirectly, 1,202,380 shares of common stock of Impsat Fiber Networks Inc. or 11.89% of the class outstanding as of December 13, 2004, according to a Schedule 13D filed Thursday with the Securities and Exchange Commission. UBS acquired the stock as a result of the conversion of debt to equity when Impsat restructured its obligations in 2003, and acquired additional shares of common stock in market transactions subsequent to the restructuring as an investment. UBS may acquire additional shares in the future as an investment. UBS has had, and expects to continue to have, discussions with other holders of Impsat's securities and with Company management regarding its capitalization. Impsat provides broadband data, Internet and voice telecommunications services in Latin America. CONTACT: IMPSAT Fiber Networks, Inc. Elvira Rawson de Dellepiane 150 Piso 8, C1107BCA Buenos Aires, Argentina MITRE MADERAS: Initiates Bankruptcy Proceedings ----------------------------------------------- Court No. 22 of the Buenos Aires civil tribunal declared Mitre Maderas S.R.L. "Quiebra," reports Infobae. Clerk No. 44 assists the Court on the case, which will close with the liquidation of the Company's assets to repay creditors. Ms. Cecilia Beatriz Montelvetti, who has been appointed as trustee, will verify creditors' claims until March 11, 2005 and then prepare the individual reports based on the results of the verification process. The individual reports will then be submitted to court on April 22, 2005, followed by the general report on June 7, 2005. CONTACT: Ms. Cecilia Beatriz Montelvetti, Trustee General Urquiza 2134 Buenos Aires NOVA-TEK: Court OKs Creditor's Bankruptcy Call ---------------------------------------------- Nova-Tek S.R.L. entered bankruptcy after Buenos Aires Court No. 24 approved a bankruptcy motion filed by Mr. Roberto Llaber, reports La Nacion. The Company's failure to pay $57,729.20 in debt prompted the creditor to file the petition. Working with the city's Clerk No. 48, the Court assigned Mr. Manuel Arnaldo as trustee for the bankruptcy process. The trustee's duties include the authentication of the Company's debts and the preparation of the individual and general reports. Creditors are required to present their proofs of claim to the trustee before April 11, 2005. The Company's assets will be liquidated at the end of the bankruptcy process to repay creditors. Payments will be based on the results of the verification process. CONTACT: Mr. Manuel Arnaldo, Trustee Parana 224 piso 6 "22" Buenos Aires PROTECHNOLOGY S.A.: Liquidating Assets to Pay Debts --------------------------------------------------- Protechnology S.A. will begin liquidating its assets following the pronouncement of the city's Court No. 7 that the Company is bankrupt, Infobae reports. The bankruptcy ruling places the Company under the supervision of court-appointed trustee, Raquel Poliak. The bankruptcy process will end with the disposal of Company assets in favor of its creditors. Clerk No. 14 assists the Court in this case. CONTACT: Raquel Poliak, Trustee Lavalle 1527 Buenos Aires PESQUERA SANTA MARIA: Enters Bankruptcy on Court Orders ------------------------------------------------------- Pesquera Santa Maria S.A. will enter bankruptcy protection after Buenos Aires Court No. 13, with the assistance of Clerk No. 26, ordered the Company's liquidation. The bankruptcy order effectively transfers control of the Company's assets to the court-appointed trustee who will supervise the liquidation proceedings. Infobae reports that the Court selected Mr. Omar Sergio Luis Vazquez as trustee. He will be verifying creditors' proofs of claim until the end of the verification phase on May 23, 2005. CONTACT: Mr. Omar Sergio Luis Vazquez, Trustee Avda Santa FE 1127 Buenos Aires SUDMERI S.A.: Debt Payments Halted, Set To Reorganize ----------------------------------------------------- Judge Cirulli of Buenos Aires Court No. 6 is now analyzing whether to grant Sudmeri Constructora S.A. approval for its petition to reorganize. La Nacion recalls that the Company filed a "Concurso Preventivo" petition following cessation of debt payments from July 30, 2002. Clerk No. 12, Dr. Davila, is assisting the Court on the company's case. CONTACT: Sudmeri Constructora S.A. Avenida Juan Bautista Alberdi 6470 planta baja "1" Buenos Aires TEDAR S.A.: Initiates Bankruptcy Proceedings -------------------------------------------- Buenos Aires Court No. 22 declared Tedar S.A. "Quiebra," reports Infobae. Clerk No. 43 assists the Court on the case, which will close with the liquidation of the Company's assets to repay creditors. Ms. Graciela Silvia Turco, who has been appointed as trustee, will verify creditors' claims until Feb. 28, 2005, and then prepare the individual reports based on the results of the verification process. The individual reports will then be submitted on April 13, 2005, followed by the general report on May 26, 2005. CONTACT: Ms. Graciel Silvia Turco Cochabamba 4272 Buenos Aires TRANSGON S.A.: Court Designates Bankruptcy Trustee -------------------------------------------------- Buenos Aires accountant Mr. Daniel Alberto del Castillo was assigned trustee for the bankruptcy of local Transgon S.A., relates Infobae. The city's Court No. 22 is handling the Company's case. The trustee will verify creditors' claims until March 3 next year, the source adds. After that, he will prepare the individual reports, which are to be submitted to the court on April 18, 2005. The general report should follow on May 31, 2005. CONTACT: Mr. Daniel Alberto del Castillo, Trustee Presidente Peron 1558 Buenos Aires ============= B E R M U D A ============= GLOBAL CROSSING: Completes $404M Secured Debt Financing ------------------------------------------------------- Global Crossing (Nasdaq: GLBC) announced Thursday the completion of a debt financing by the Company's wholly owned subsidiary, Global Crossing (UK) Finance Plc ("GCUK Finance"). The approximately $404 million financing consists of $200 million of 10.75-percent U.S. dollar-denominated senior secured notes due in 2014 and 105 million pounds of 11.75-percent British pounds sterling-denominated senior secured notes due in 2014. The notes are guaranteed by Global Crossing's principal operating subsidiary in the United Kingdom, Global Crossing (UK) Telecommunications Limited ("GCUK"), and are secured by certain of GCUK's assets. The notes were sold at a discount resulting in aggregate gross proceeds of approximately $398 million (currency equivalent) before underwriting discounts. "The debt financing, together with the North American accounts receivable facility that we anticipate putting in place in the first quarter of 2005 and previously announced recapitalization steps, is expected to result in our business plan being fully funded," commented John Legere, Global Crossing's chief executive officer. The financing is part of Global Crossing Limited's ("GCL's") previously announced recapitalization plan. Pursuant to the recapitalization plan, the following actions took place: * The GCUK Finance senior notes were issued and sold for gross proceeds of approximately $398 million. * Funds transfers were initiated to repay $75 million principal amount (plus accrued interest) of the $200 million in senior notes previously issued by a U.S. subsidiary of Global Crossing to an affiliate of Singapore Technologies Telemedia Pte. Ltd. ("ST Telemedia"). * The remaining $125 million of senior notes and the $125 million bridge loan facility previously provided by an affiliate of ST Telemedia to GCUK were refinanced by $250 million principal amount of 4.7 percent payable-in-kind secured notes that will mandatorily convert into common equity of GCL after four years, or will convert earlier at ST Telemedia's option, into approximately 16.2 million shares of GCL's common stock (assuming conversion after four years), subject to certain adjustments. In the first quarter of 2005, the company anticipates entering into a $50 million to $100 million working capital facility secured primarily by North American accounts receivable. The net proceeds from the GCUK Finance debt financing, together with such working capital facility, are expected to meet Global Crossing's long-term financing needs, until the company reaches cash flow breakeven. The GCUK Finance senior notes have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. This press release does not constitute an offer to sell or the solicitation of an offer to buy the GCUK Finance senior notes in the United States or elsewhere, nor will there be any sale of these securities in any jurisdiction where such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. ABOUT GLOBAL CROSSING Global Crossing (Nasdaq: GLBC) provides telecommunications solutions over the world's first integrated global IP-based network. Its core network connects more than 300 cities and 30 countries worldwide, and delivers services to more than 500 major cities, 50 countries and 6 continents around the globe. The company's global sales and support model matches the network footprint and, like the network, delivers a consistent customer experience worldwide. Global Crossing IP services are global in scale, linking the world's enterprises, governments and carriers with customers, employees and partners worldwide in a secure environment that is ideally suited for IP-based business applications, allowing e- commerce to thrive. The company offers a full range of managed data and voice products including Global Crossing IP VPN Service, Global Crossing Managed Services and Global Crossing VoIP services, to more than 40 percent of the Fortune 500, as well as 700 carriers, mobile operators and ISPs. CONTACT: GLOBAL CROSSING: Press Contacts Tisha Kresler + 1 973-937-0146 PR@globalcrossing.com Analysts/Investors Contact Laurinda Pang + 1 800-836-0342 glbc@globalcrossing.com URL: http://www.globalcrossing.com =========== B R A Z I L =========== GERDAU: Signs Accord to Buy Stakes in Two Colombian Steel Mills --------------------------------------------------------------- GERDAU S.A. (Bovespa: GGBR, NYSE: GGB, Latibex: XGGB) informs that the Gerdau Group reached an agreement with the Mayaguez Group and the Latin American Enterprise Steel Holding, majority shareholders of Diaco S.A., and with Siderurgica del Pacifico S.A. - Sidelpa to buy its shares. Diaco is the largest producer of steel and rebar in Colombia and Sidelpa is the only producer of specialty steel in that country. The Mayaguez Group, which will remain a shareholder of Diaco and Sidelpa for a period that could last up to eight years, has reached a strategic alliance with the Gerdau Group for the development of the steel business in Colombia. Thanks to this alliance, Diaco, Sidelpa, and their affiliated companies will have access to technical assistance, state-of- the-art technology, distribution support and corporate practices with the purpose of achieving high performance rates in the production and commercialization of steel. The acquisition of Diaco's and Sidelpa's shares will be effective once the regulatory agencies approve the de-listing of the shares of these companies, after all the requirements and procedures established by the Colombian Corporate Law for this matter are accomplished. The Gerdau Group is the largest steel producer in the Americas and has 26 production plants located in Brazil, the United States, Canada, Chile, Argentina and Uruguay. CONTACT: Press Office Phone: +55(51) 3323-2170 e-mail: imprensa@gerdau.com.br Web Site: www.gerdau.com.br NET SERVICOS: Announces Exchange of Preferred Shares ---------------------------------------------------- Net Servicos de Comunicacao S.A. (the "Company" or "Net"), a publicly held company, with headquarters located in the city and state of Sao Paulo, at Rua Verbo Divino n� 1.356 - 1� andar, Ch cara Santo Antonio, Corporate Taxpayers' Identification (CNPJ/MF) 00.108.768/0001-65, in compliance with CVM Instruction # 358/02 and complementing the relevant notice dated as of November 24, 2004, publicly announces that on December 23, 2004, as registered in the books of Net's shares custodian bank, the exchange of fifty-one million, seven hundred and four thousand and eight (51,704,008) preferred shares issued by Net held by Globo Comunicacoes e Participacoes S.A. and Distel Holding S.A., representative of 2.55% of Net's total capital, for fifty-one million seven hundred and four thousand and eight (51,704,008) common shares issued by Net held by RBS Participacoes S.A. ("RBS"), representative of 2.55% of Net's total capital. As a result of the transaction's conclusion, the rights and obligations of RBS as party of the existing Net's Shareholders Agreement are terminated for all purposes and effects. CONTACTS: Net Servicos de Comunicacao S.A. Ms. Marcio Minoru or Mr. Rodrigo Alves Phone: 55-11-5186-2811 e-mail: ri@netservicos.com.br =============== C O L O M B I A =============== EMCALI: To Pay Portion of Debt This Week ---------------------------------------- Colombia's Cali city utilities outfit Emcali revealed plans to pay COP275 billion of its total debt of COP1.6 trillion on Dec. 28, reports Business News Americas. Emcali started a restructuring process six months ago. Due to positive cash flow of COP720 billion, it was able to cover its operative expenses and set aside funds to pay off some of its debts. The first debt payment was expected in June 2005 but will now be paid in advance. Initially, Emcali will pay off debts with local providers. At the same time, Emcali also revealed plans to invest COP75 billion (US$31.3mn) in 2005 in the telecommunications area to continue its process of transforming 75,000 analogical lines to digital ones to create a multi-service network. Also, it will invest US$20 million in IT upgrades in 2005, particularly in a project with software technology park Parquesoft Cali to upgrade its software infrastructure and improve customer support. =================== C O S T A R I C A =================== ICE: Comptroller Cuts 2005 Budget --------------------------------- Costa Rica's comptroller lowered electricity and telecoms monopoly ICE's budget for 2005 from CRC601 billion to CRC575 billion, reports Business News Americas. ICE has not been able to achieve its proposed levels of revenues in recent years, according to the comptroller, which made its own estimate of ICE's mobile revenues using historical sales and information on available mobile phone lines as of September 2004. ICE had designated some CRC23.6 billion as future mobile telephony revenues, an amount the comptroller said was overestimated. ============= J A M A I C A ============= AIR JAMAICA: Government of Jamaica Assumes Control -------------------------------------------------- The Government of Jamaica has assumed full responsibility for Air Jamaica, according to Dr. Omar Davies, Minister of Finance. Citing the challenges facing Air Jamaica, including the airline's debt to the Government and other creditors, compounded by the difficulties facing the airline industry worldwide, the Government of Jamaica and the former majority shareholder agreed to reorganize the airline. "The Government of Jamaica has consistently maintained its commitment to the national airline, however, the administration has no desire to retain permanent ownership and control of Air Jamaica. Our common objective is to ensure that the airline is made viable, whilst maintaining the excellent standards already established under the Chairmanship of the Hon. Gordon `Butch' Stewart," stated Dr. Omar Davies. "Our action at this time to restructure the entity, so that it will be able to attract adequate equity capital from private investors, has been taken in the interest of the national economy." Dr. the Hon. Vincent Lawrence, who represented the Government on the Air Jamaica board over the last eight years, has been appointed interim Executive Chairman of the new board. His priority mandate is to oversee the restructuring activity and to recruit and appoint an appropriately qualified CEO with extensive airline experience. He will be supported by Mr. Aubyn Hill, former Managing Director of one of the island's largest commercial banks. Mr. Hill will head the restructuring office, which has responsibility for developing and implementing the new structure for the airline. The Minister said there would be no disruption of any sort to Air Jamaica's Operations and the transition will be seamless. He says the outgoing Chairman has given his personal commitment that he and members of his team are available to work with the Government of Jamaica in whatever way possible to ensure the success of Air Jamaica and continuation of business as usual. The new Executive Chairman says the airline will continue to maintain its obligations to the traveling public and all schedules, ticket purchases, agreements with travel agents and other partners are valid and will be honoured. About Air Jamaica Air Jamaica is a service-oriented passenger airline offering travelers a level of comfort, convenience and amenities not commonly found in air travel today. All Air Jamaica flights feature hot meals and unlimited complimentary champagne, wine and beer for all passengers of legal drinking age. Even Air Jamaica's flight schedules are developed with the customer in mind - arrival times are set early enough and departure times late enough to ensure travelers maximize precious vacation time. Air Jamaica operates more than 400 weekly scheduled flights connecting 15 gateways in the U.S., Canada and the UK with 12 Caribbean destinations. Air Jamaica's concerted commitment to customer satisfaction and overall excellence in air travel has earned the carrier the prestigious Five Star Diamond Award from the American Academy of Hospitality Sciences, a distinction that ranks Air Jamaica as one of the top airlines in the world alongside Cathay Pacific, Singapore Airlines, Swiss Air and Virgin Atlantic. Air Jamaica has also been named "Best Airline to the Caribbean" for seven consecutive years at the annual World Travel Awards. CONTACT: Corporate Communications Tel: 876-922-3460 ext 4060-5 URL: www.airjamaica.com =========== M E X I C O =========== GRUPO MEXICO: Americas Mining Signs Accord With Phelps Dodge ------------------------------------------------------------ GRUPO MEXICO, S.A. DE C.V. (GMEXICO) reports that its holding mining subsidiary, Americas Mining Corporation (AMC), has entered into an agreement with Phelps Dodge Corporation (PD) with regard to the merger transaction between Minera Mexico, S.A. de C.V. and Southern Peru Copper Corporation (SPCC). Under the terms of the agreement, PD stated its current intent to vote in favor of the referred transaction. Once this transaction is approved by the stockholders of SPCC, PD's stock will be converted into Common Stock and a shelf registration covering the sale of it will be filed before the US Securities and Exchange Commission. The said accord, together with a similar deal reached last October with Cerro Trading Company, Inc., confirms that the merger agreement between Minera Mexico and SPCC already counts with the favorable vote of the principal minority stockholders of the latter company. CONTACT: GRUPO MEXICO S.A. DE C.V. Avenida Baja California 200, Colonia Roma Sur 06760 Mexico, D.F., Mexico Phone: +52-55-5264-7775 Fax: +52-55-5264-7769 Home Page: http://www.gmexico.com Contacts: Germ n Larrea Mota-Velasco, Chairman and CEO Xavier Garca de Quevedo Topete, President and COO Alfredo Casar Perez, COO, Ferrocarril Mexicano Daniel Chavez Carren, COO, Industrial Minera Mexico Daniel Tellechea Salido, VP and Administration and Finance President GRUPO TMM: Summons Shareholders to a Meeting -------------------------------------------- The Board of Directors of Grupo TMM, S.A. has called a General Ordinary Shareholders' Meeting of the Company in order to seek the approval of its shareholders for the proposed acquisition by Kansas City Southern, a Delaware corporation (KCS), of the approximately 51% voting interest in Grupo Transportacion Ferroviaria Mexicana, S.A. de C.V. (Grupo TFM) owned by TMM Multimodal, S.A. de C.V. ("MM"), a subsidiary of Grupo TMM, S.A. The transaction represents a renegotiation of the transaction provided for in the Acquisition Agreement, dated as of April 20, 2003 (the "Original Acquisition Agreement"), among the Company, TMM Holdings, S.A. de C.V. ("TMMH"), MM, KCS and certain subsidiaries of KCS. The Original Acquisition Agreement was approved by the Board of Directors of the Company (the "TMM Board") but was not approved by the stockholders of the Company and has been the subject of litigation and arbitration between the parties. The amended transaction terms would, effective upon the closing of the Proposed Transaction, include a settlement and release of all outstanding claims and actions based on the Original Acquisition Agreement and related documents as well as certain other disputes that have arisen between KCS and Grupo TMM. The Proposed Transaction cannot be completed without the approval of the Shareholders. More Info About THE SHAREHOLDERS' MEETING: - When and where will the Shareholders' Meeting be conducted? The Meeting will be held on January 11, 2005, at 6 PM, local time, at the offices of Grupo TMM located at Avenida de la Cuspide No. 4755, Colonia Parques del Pedregal, Delegaci�n Tlalpan, 14010 Mexico City, Mexico. - What matters will be voted upon at the Meeting? At the Meeting, we will seek Shareholder approval of, among other matters, the Amended Acquisition Agreement as well as the other agreements contemplated by the Amended Acquisition Agreement (collectively with the Amended Acquisition Agreement, the "Transaction Documents"). In accordance with Mexican law, we are submitting the Amended Acquisition Agreement to our shareholders for approval at a meeting to be held on January 11, 2005. Shareholder approval is, however, irrevocably assured as a result of the fact that certain stockholders of Grupo TMM representing, in the aggregate, sufficient shares to approve the Amended Acquisition Agreement have entered into a voting trust arrangement under which they have irrevocably committed to vote their shares for the approval of the Amended Acquisition Agreement. Prior to voting, please carefully review the description of the Proposed Transaction, the Amended Acquisition Agreement and other ancillary agreements, as well as the section entitled "Relevant Events." - What does the TMM Board recommend? The TMM Board, in its meeting held on November 30, 2004 approved the Transaction Documents (including the Amended Acquisition Agreement) and the completion of the transactions contemplated thereby, subject to the approval of the General Ordinary Shareholders' Meeting of Grupo TMM. The TMM Board recommends that the Shareholders approve the Transaction Documents as well as the consummation of the Proposed Transaction. If approved, when do you expect the Proposed Transaction to be completed? The Proposed Transaction is subject to certain conditions that must be satisfied prior to its consummation. - Who is entitled to vote? Holders of record of shares of the capital stock of Grupo TMM who have obtained their admission cards by January 7, 2005 (the "record date") pursuant to our By-Laws, are entitled to vote at the Meeting. Please be aware that only citizens of Mexico may hold shares of the capital stock of Grupo TMM. Grupo TMM has American Depositary Shares ("ADRs") listed and traded on the New York Stock Exchange ("NYSE"). ADRs are securities which grant to their holders rights over certificados de participaci�n ordinarios ("CPOs"), issued by Nacional Financiera, SNC (the "CPO Trustee"), as trustee of the Neutral Investment Master Trust, organized by the Federal Government in November 1989 to facilitate the access of foreign investment to the capital stock of regulated Mexican corporations (the "Master Trust"). CPOs are credit instruments that differ from the shares of the capital stock of Grupo TMM in that they only confer to their holders an economic interest in the shares. CPOs have been issued by the CPO Trustee in a proportion of one CPO for one share of the capital stock of Grupo TMM. Under the terms of the Master Trust, voting rights of the shares of the capital stock of Grupo TMM held by the CPO Trustee under such Master Trust will always be exercised by the CPO Trustee by voting with the majority of the shares represented at the shareholders' meeting. As of December 20, 2004, the CPO Trustee held 48,463,766 shares of the capital stock of Grupo TMM pursuant to the information provided by S.D. Indeval, S.A. de C.V, Instituci�n para el Dep�sito de Valores. Holders of ADRs or CPOs, as the case may be, will not receive any proxy in connection with the Meeting since they do not have the right to attend. They will only have at their disposal the information made public by the Company through this Information Statement and other public filings. - How do I vote? You may vote directly by personally attending the Meeting or by appointing an appropriate representative to vote on your behalf. Neither the directors nor the statutory auditors of Grupo TMM may represent you. The Secretary of the Company will make proxies available ( formularios ) to you at the offices of Grupo TMM which contain specific blank spaces for your voting instructions or granting a representative the right to vote at his discretion. If you hold your shares directly, you are required to deposit your share certificates with a depositary institution in Mexico or abroad at least two days in advance of the Meeting. You must provide us with a certification from the corresponding depositary institution indicating your name, the amount of shares deposited, the number of the stock certificates representing such shares, the date of the Meeting an undertaking that such shares will remain with such depositary institution until after the Meeting is adjourned. You will be provided with an admission card prior to the Meeting upon delivery to the Secretary of the Company of such certification from the corresponding depositary institution. Alternatively, if your shares are held in book-entry form through brokerage houses, you are required to request a deposit certification from your brokerage house representative. Upon presentation of the deposit certification, an admission card will be provided to you by the Secretary of Grupo TMM at the offices of Grupo TMM prior to the Meeting. Please be aware that pursuant to applicable law, there is no restriction or limitation on the exercise of your voting rights at the Meeting. What is the number of votes required to approve the agenda of the Meeting? The favorable vote of the majority of Shareholders present at the Meeting is required in order to approve the Proposed Transaction and the Transaction Documents, and at least half of the capital stock of Grupo TMM needs to be represented at a first call. As of the record date, members of the Serrano family beneficially owned 7,990,852 shares of the capital stock of Grupo TMM entitled to vote at the meeting. (excluding shares held in the form of CPOs). The attendance at the Meeting of a representative of the CPO Trustee and of the members of the Serrano family will constitute a quorum. - Whom do I call if I have questions about the Meeting or the Proposed Transaction? You may call Mr. Juan Fernandez Galeazzi, our Finance and Treasury Director, or Mr. Brad Skinner, of our Shareholders Relations Department, at the phone numbers (52-55) 5629-8866, Ext. 3900, or (203) 247-2420, respectively. CONTACTS: GRUPO TMM Investor Relations Brad Skinner, 011-525-55-629-8725 or 203-247-2420 E-mail: brad.skinner@tmm.com.mx Media Relations Proa/StructurA Marco Provencio, 011-525-55-629-8708 and 011-525-55-442-4948 E-mail: mp@proa.structura.com.mx AT DRESNER CORPORATE SERVICES: (general investors, analysts and media) Kristine Walczak, 312-726-3600 E-mail: kwalczak@dresnerco.com HYLSAMEX: Announces Directors' Resignation, Replacements -------------------------------------------------------- Hylsamex, S.A. de C.V. announced that C.P. Ernesto Ortiz Lambreton, Director of Finances and Planning, will be retiring Jan. 1, 2005. Ing. Manuel Gutierrez Espinosa, currently the Director of Electronic Business of ALFA, will be replacing Mr. Ortiz Lambreton as Director of Finances and Planning beginning Jan. 1, 2005. Hylsamex also announced that Dr. Raul Gerardo Quintero Flores, Director General of the Company's Technology Division, is retiring from his post. Ing. Jose Carlos Garza Davila, currently the Director of Galvak -Hylsamex's steel galvanizing and painting unit- will be taking over the post beginning Jan. 1, 2005. CONTACT: HYLSAMEX, S.A. de C.V. Othon Diaz Del Guante Tel: (52-81) 8865-1240 E-mail: odiaz@hylsamex.com.mx Ismael De La Garza Tel: (52-81) 8865-1224 E-mail: idelagarza@hylsamex.com.mx PEMEX: Announces Results of Exchange Offers ------------------------------------------- Petroleos Mexicanos ("Pemex") announced Wednesday the results of the offers (the "Exchange Offers") by Pemex Project Funding Master Trust (the "Issuer"), a Delaware trust controlled by Pemex, to exchange any and all of the outstanding U.S. $250,000,000 9.00% Guaranteed Notes due 2007, U.S. $600,000,000 8.85% Global Guaranteed Notes due 2007, U.S. $598,240,000 9-3/8% Global Guaranteed Notes due 2008, U.S. $350,000,000 9-1/4% Global Guaranteed Bonds due 2018, U.S. $250,000,000 8.625% Bonds due 2023, U.S. $400,000,000 9.50% Global Guaranteed Bonds due 2027 and U.S. $500,000,000 9.50% Puttable or Mandatorily Exchangeable Securities ("POMES(SM)") due 2027 (collectively, the "Old Securities") of Pemex for an equal principal amount of the corresponding series of 9.00% Guaranteed Notes due 2007, 8.85% Guaranteed Notes due 2007, 9-3/8% Guaranteed Notes due 2008, 9-1/4% Guaranteed Bonds due 2018, 8.625% Guaranteed Bonds due 2023, 9.50% Guaranteed Bonds due 2027 or 9.50% Guaranteed POMES(SM) due 2027 to be issued by the Issuer (collectively, the "New Securities"). Eligible holders who tendered Old Securities on or prior to December 15, 2004 and did not withdraw such Old Securities will be paid an early participation payment of U.S. $2.50 in cash for each U.S. $1,000 in principal amount of Old Securities tendered. The Exchange Offers were launched on November 17, 2004, and expired at Midnight, New York City time, on December 21, 2004. Approximately U.S. $2,308,311,000 aggregate principal amount of Old Securities were tendered and accepted in the Exchange Offers, representing 78.3% of the outstanding principal amount of the Old Securities, as follows: Old Securities Series of Principal Amount Principal Amount of Petroleos Mexicanos of Old Securities Old Securities Tendered Outstanding After Exchange Offers U.S. $250,000,000 9.00% Guaranteed Notes U.S. $158,503,000 U.S. $91,497,000 due 2007 U.S. $600,000,000 8.85% Global Guaranteed U.S. $399,619,000 U.S. $200,381,000 Notes due 2007 U.S. $598,240,000 9-3/8% Global U.S. $439,011,000 U.S. $159,229,000 Guaranteed Notes due 2008 U.S. $350,000,000 9-1/4% Global U.S. $324,220,000 U.S. $25,780,000 Guaranteed Bonds due 2018 U.S. $250,000,000 8.625% Bond U.S. $228,735,000 U.S. $21,265,000 due 2023 U.S. $400,000,000 9.50% Global U.S. $354,477,000 U.S. $45,523,000 Guaranteed Bonds due 2027 U.S. $500,000,000 9.50% Puttable or Mandatorily U.S. $403,746,000 U.S. $96,254,000 Exchangeable Securities ("POMES(SM)")) due 2027 Corresponding New Principal Amount Percentage of Securities Series of of New Securities Old Securities Pemex Project Funding to be Issued Tendered and Master Trust, guaranteed Accepted by Petroleos Mexicanos Up to U.S. $250,000,000 9.00% Guaranteed Notes U.S. $158,503,000 63.4% due 2007 Up to U.S. $600,000,000 8.85% Guaranteed Notes U.S. $399,619,000 66.6% due 2007 Up to U.S. $598,240,000 9-3/8% Guaranteed Notes U.S. $439,011,000 73.4% due 2008 Up to U.S. $350,000,000 9-1/4% Guaranteed Bonds U.S. $324,220,000 92.6% due 2018 Up to U.S. $250,000,000 8.625% Guaranteed Bonds U.S. $228,735,000 91.5% due 2023 Up to U.S. $400,000,000 9.50% Guaranteed Bonds U.S. $354,477,000 88.6% due 2027 Up to U.S. $500,000,000 9.50% Guaranteed U.S. $403,746,000 80.7% POMES(SM) due 2027 The net proceeds that the Issuer receives from Pemex from transferring the Old Securities acquired by it in the exchange offers will be used to finance investments in certain long-term productive infrastructure projects. The terms and conditions of the exchange offers are set forth in an offering memorandum dated November 17, 2004 and an accompanying letter of transmittal that was distributed to all holders of the Old Securities that completed and returned the certification referred to in the offering memorandum regarding their eligibility to participate in the exchange offers. The New Securities, and the respective guaranties thereof, have not been registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, except in accordance with an applicable exemption from the registration requirements thereof. Accordingly, the New Securities are being offered and issued only (i) to "U.S. persons" as defined in Rule 902 under the Securities Act that are also "Qualified Institutional Buyers" as defined in Rule 144A under the Securities Act, in a private placement, or (ii) to persons who are not "U.S. persons" as defined in Rule 902 under the Securities Act and that are not "Disqualified Non-U.S. Holders" (a term defined in the offering memorandum) in offshore transactions. Accordingly, the New Securities are subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under the Securities Act and applicable state securities laws, pursuant to registration or exemption therefrom. This announcement is not an offer to exchange or a solicitation of an offer to exchange any Old Securities for New Securities. The Exchange Offers were made solely by the offering memorandum and letter of transmittal. PEMEX: Facing Complaint For Oil Spill ------------------------------------- The Environmental Protection Agency plans to file a criminal complaint against Mexico's state-owned oil monopoly Pemex in January, for spilling 5,000 barrels of crude into a river leading to the Gulf of Mexico which coated local beaches, reports AP Latin America. The spill occurred after an early Wednesday explosion at a pumping station near Santiago Tuxtla, about 250 miles east- southeast of Mexico City. Five people were injured, one seriously. The Environmental Protection Agency said Pemex could be fined the equivalent of 50,000 minimum wages, a formula often used by Mexican prosecutors and courts. With a current minimum wage of US$4.50, the Company could pay as much as US$206,400. TV AZTECA: Prepays in Full Its $300M Notes Due 2007 --------------------------------------------------- TV Azteca, S.A. de C.V. (NYSE: TZA - News; BMV: TVAZTCA) (Latibex: XTZA), one of the two largest producers of Spanish- language television programming in the world, announced Thursday that it prepaid all of its US$300 million 10 1/2% Series B Guaranteed Senior Notes due February 15, 2007. The notes were called at a price of 101.75. The source funds for the prepayment include proceeds from an issuance in Mexico of Structured Securities Certificates for the peso equivalent of approximately US$175 million, as well as the equivalent of approximately US$125 million from a secured credit line denominated in pesos with Banco Inbursa, S.A., as was previously detailed. The Company noted the new peso facilities provide for longer maturities compared with the notes and have gradual amortizations, consistent with TV Azteca's progressive debt reduction strategy. In addition, the peso- denominated loans substantially reduce the overall foreign exchange risk on the company's debt. Company Profile TV Azteca is one of the two largest producers of Spanish- language television programming in the world, operating two national television networks in Mexico, Azteca 13 and Azteca 7, through more than 300 owned and operated stations across the country. TV Azteca affiliates include Azteca America Network, a new broadcast television network focused on the rapidly growing U.S. Hispanic market, and Todito.com, an Internet portal for North American Spanish speakers. ======= P E R U ======= MINERA VOLCAN: Timmers to Become General Manager ------------------------------------------------ Mr. Jacob Timmers will be Peruvian zinc miner Volcan Compania Minera S.A.A.'s new general manager beginning Jan. 10, 2005, reports Business News Americas. Timmers leaves the UK's Anglo American (LSE: AAL), where he was manager of the company's Quellaveco copper project in southern Peru. Volcan is dedicated to the exploration and exploitation of mining concessions, and the related extraction, concentration, treatment and commercialization of polymetalic minerals. Its activities are laid down in the code CIUU No. 1320 - Extraction of non-ferrous metalliferous minerals. CONTACT: Volcan Compania Minera S.A.A. Av Gregorio Escobedo 710 Jesus Maria Lima, Peru Phone: (51-1) 219-4000 Fax: (51-1)261-9716 E-mail: contact@volcan.com.pe SIDERPERU: Equilibrium Maintains Category C Ratings --------------------------------------------------- Peruvian ratings agency Equilibrium Clasificadora de Riesgo maintained its Category C rating for local steelmaker SiderPeru's corporate bonds, reports Business News Americas. The rating means that the Company is missing its debt obligations and is teetering on the edge of insolvency. The action came despite an improvement in Siderperu's earnings. The Company reported net operating profit of PEN16.6 million (US$5.08mn) in the first quarter of 2004, PEN33.1 million in the second and PEN45.9 million in the third, an increase of 166%, 144% and 251% respectively on same-periods 2003. For Equilibrium, "this is not sufficient, given the high level of debts the company maintains." On September 30, 2004, the Company introduced an addendum to reprogram the company's global refinancing agreement (AGR) of April 2002, which involves the redemption of US$1.05 million worth of bonds and additional time to pay off fixed quotas of the principal and interest, Equilibrium said in a report. ================= V E N E Z U E L A ================= CANTV: Signs $6M-Deal With China's Huawei Technologies ------------------------------------------------------ Venezuela's biggest telephone company CA Nacional Telefonos de Venezuela (VNT) or CANTV struck a US$6-million technical support agreement with China-based Technologies (HWI.YY). Under the deal, the Chinese vendor is to provide DWDM gear that will boost the capacity of CANTV's 2,600-kilometer long distance fiber network from 2.5 Gbit/s to 160 Gbit/s. In a statement, CANTV, which is 28.5% owned by Verizon Communications Inc. (NYSE: VZ), said it chose Huawei because of its experience with similar projects in Latin America. Work on the upgrade will start in the first quarter of 2005, says the operator. CANTV is Venezuela's leading telecommunications firm with over 2.9 million phone lines, over 2.7 million cellular clients, and over 325,000 Internet subscribers. CONTACT: Gregorio Tomassi, CFA CANTV Investor Relations 011-58-212-500-1831 FAX: 011-58-212-500-1828 E-Mail: invest@cantv.com.ve Lauren Puffer The Global Consulting Group 646-284-9426 E-Mail: lpuffer@hfgcg.com CERRO NEGRO: Fitch Affirms Ratings Despite Royalty Hike ------------------------------------------------------- Fitch Ratings affirmed the 'BB' ratings for the senior secured debt obligations of Venezuelan heavy oil strategic association Cerro Negro Finance, Ltd. The rating action applies to the following debt securities: -- US$200 million 7.33% bonds due 2009; -- US$350 million 7.90% bonds due 2020; -- US$50 million 8.03% bonds due 2028. (See FITCH NOTES below for further details.) Cerro Negro is domiciled in Venezuela and is a key to the development of the Orinoco Basin's extra heavy crude oil reserves. Debt holders rely solely on the ability of the project to generate sufficient cash flow from operations to meet scheduled debt service. Revenues are largely derived from the sale of syncrude exports. Cerro Negro is owned 41.67% by an ExxonMobil subsidiary, 41.67% by a PDVSA subsidiary and 16.67% by a Veba Oel subsidiary. HAMACA: `BB' Ratings Affirmed By Fitch -------------------------------------- Fitch Ratings affirmed the 'BB' ratings for the senior secured debt obligations of Venezuelan heavy oil strategic association Petrolera Hamaca, S.A. (Hamaca). The rating action applies to total senior project loans of US$1.1 billion consist of: -- US$627.8 million senior agency loan due 2018; -- US$470 million senior bank loan due 2015, borrowed on a several (not joint) basis 30% by Corpoguanipa, S.A., a subsidiary of PDVSA, and 70% by Hamaca Holdings L.L.C. (See FITCH NOTES below for further details.) Hamaca is domiciled in Venezuela and is a key to the development of the Orinoco Basin's extra heavy crude oil reserves. Debt holders rely solely on the ability of each project to generate sufficient cash flow from operations to meet scheduled debt service. Revenues are largely derived from the sale of syncrude exports. Hamaca is owned 40% by a ConocoPhillips subsidiary, 30% by a ChevronTexaco subsidiary, and 30% by a PDVSA subsidiary. PETROZUATA: Fitch Affirms Ratings Despite Royalty Hike ------------------------------------------------------ Fitch Ratings affirmed the 'BB' ratings for the senior secured debt obligations of Venezuelan heavy oil strategic association Petrozuata Finance Inc.. The rating action applies to the following debt securities: -- US$300 million 7.63% series A bonds due 2009; -- US$625 million 8.22% series B bonds due 2017; -- US$75 million 8.37% series C bonds due 2022. Petrozuata is domiciled in Venezuela and is a key to the development of the Orinoco Basin's extra heavy crude oil reserves. Debt holders rely solely on the ability of the project to generate sufficient cash flow from operations to meet scheduled debt service. Revenues are largely derived from the sale of syncrude exports. Petrozuata is owned 50.1% by a ConocoPhillips subsidiary and 49.9% by a PDVSA subsidiary. SINCOR: `BB' Ratings Affirmed ----------------------------- Fitch Ratings affirmed the 'BB' ratings for the senior secured debt obligations of Venezuelan heavy oil strategic association Sincrudos de Oriente Sincor, C.A. The rating action applies to US$1.2 billion senior bank loans borrowed by sponsors of Sincor Finance Inc. Sincor is domiciled in Venezuela and is a key to the development of the Orinoco Basin's extra heavy crude oil reserves. Debt holders rely solely on the ability of the project to generate sufficient cash flow from operations to meet scheduled debt service. Revenues are largely derived from the sale of syncrude exports. Sincor is owned 47% by a TOTAL subsidiary, 38% by a PDVSA subsidiary and 15% by a Statoil subsidiary. FITCH NOTES: The Venezuelan government announced on Oct. 10, 2004, an increase in the oil royalty rate to 16.67% for the four Venezuelan heavy oil strategic associations. The local tax authority (SENIAT) recently instructed the projects to begin paying the higher royalty rate on production attributed to the month of October. Fitch anticipates that the increased royalty tax combined with the increased social burden imposed on PDVSA by the current administration will reduce the attractiveness of private investments in Venezuela's hydrocarbons sector. The higher oil royalty rate of 16.67% from the agreed 1% rate adopted in the late 1990s to incentivize private development of the Orinoco basin reserves is consistent with the 1943 hydrocarbons law that was in effect when the association agreements were formed. With the exception of Hamaca, all of the ventures have benefited from a reduced 1% royalty rate since their initial production of commercial syncrude beginning as early as 2001. A higher royalty rate erodes the debt service capacity of the projects, because it increases operating expenses. For the Orinoco ventures, the oil royalties paid by each of the projects as a privilege levy on the extraction of a natural resource are derived from a PDVSA defined oil price benchmark. At an assumed oil price of US$35 per barrel for WTI (West Texas Intermediate) in 2005 and a sustained long-term price of US$22 per barrel from 2006 onward, each of the four project's cash flow capacity during the initial applicable years is estimated to decline in the range of 9% to 23%. Notwithstanding the deterioration in the economic profile of the projects attributed to the higher royalty burden, and irrespective of any ratings constraints that might be associated with PDVSA or Venezuela's sovereign environment, their credit quality remains consistent with Fitch's current 'BB' ratings. Finally, a sustained low-cycle oil price could further weaken the projects' debt service capacity prompting future rating downgrades. CONTACTS: FITCH RATINGS, NEW YORK Caren Y. Chang, 312-368-3151 Jason Todd, 312-368-3217 Gersan Zurita, 212-908-0318 Carlos Fiorillo, 212-286-3356 (Venezuela) Brian Bertsch, 212-908-0549 (Media Relations) *********** 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 - Latin America is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland USA. John D. Resnick, Edem Psamathe P. Alfeche and Lucilo Junior M. Pinili, Editors. Copyright 2004. All rights reserved. ISSN 1529-2746. 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 Latin America subscription rate is $575 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 $25 each. For subscription information, contact Christopher Beard at 240/629-3300. * * * End of Transmission * * *