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 Monday, January 14, 2008, Vol. 9, Issue 9 Headlines A R G E N T I N A BIOMET INC: Reports US$89-Million Net Income in Second Quarter CLUB SOCIAL: Trustee To File General Report in Court on Jan. 17 COMPANIA LATINOAMERICANA: S&P Assigns B- Senior Debt Rating DELTA AIR: Board to Consider Consolidation with Northwest or UAL PETROBRAS ENERGIA: Bear Stearns Downgrades Share To Underperform SMOBY-MAJORETTE: Sells Blow Moulding Unit to RPC Group B A R B A D O S ANDREW CORP: Commences Tender Offer for 3-1/4% Convertible Notes B E L I Z E COMMSCOPE INC: Andrew Commences Tender Offer for 3-1/4% Notes B E R M U D A DCS CORP: Liquidator To Stay Firm's Jan. 22 Wind-Up FOSTER WHEELER: Subsidiary Bags Supply Contract for UTE CT FOSTER WHEELER: Supplying Steam Generators to SINOCHEM ZHUANG PP: Liquidator To Stay Firm's Feb. 4 Wind-Up B R A Z I L BANCO NACIONAL: Lending Up to BRL585 Mil. to CPFL Energia Units BRASIL TELECOM: Intensifies Sale Talks with Telemar Norte INTCOM TRADING: Final Shareholders Meeting Is on Jan. 21 IWT TESORO: Judge Glenn OKs Bidding Procedure for Sale of Assets JABIL CIRCUIT: To Sell US$250 Million of Senior Unsecured Notes JABIL CIRCUIT: Fitch Assigns BB+ Rating on US$300-Mln Sr. Notes JABIL CIRCUIT: Moody's Puts Ba1 Rating on US$300MM Senior Notes SIGNUS TRADING: Final Shareholders Meeting Is on Jan. 21 TELE TRADE: Will Hold Final Shareholders Meeting on Jan. 21 JAPAN AIRLINES: MUFG Likely To Win Bid for JALCard Unit JAPAN AIRLINES: To Ask JPY60 Billion More from Creditors PARANA BANCO: Wants 55% Voting Control at J. Malucelli PETROLEO BRASILEIRO: SBM To Operate P-57 for Three years PETROLEO BRASILEIRO: Subsea 7 Bags Gulf of Mexico Contract TAM SA: Reports Domestic Markets Share of 48.6% in December TELEMAR NORTE: Intensifies Talks To Acquire Brasil Telecom TELEMAR NORTE: Mulling Share Restructuring & Acquisitions C A Y M A N I S L A N D S BASIS YIELD: Case Now Under Official Liquidation BASIS YIELD: NY Court to Consider Liquidation Case on January 15 COGENERATION FINANCE: Final Shareholders Meeting Is on Jan. 16 KNE CAYMAN: Holding Final Shareholders Meeting on Jan. 18 LIFE HOLDING: Sets Final Shareholders Meeting for Jan. 18 MET HOLDINGS: Final Shareholders Meeting Is on Jan. 18 MPJ FUNDING: Sets Final Shareholders Meeting for Jan. 16 NEW ERA: Sets Final Shareholders Meeting for Jan. 17 REACH EQUITY: Final Shareholders Meeting Is on Jan. 18 RUSSIAN CENTURY: Proofs of Claim Filing Deadline Is Jan. 18 SAL 94: Proofs of Claim Filing Is Until Jan. 18 TWIN PEAKS: Will Hold Final Shareholders Meeting on Jan. 17 V SQUARED: Sets Final Shareholders Meeting for Jan. 21 V SQUARED MASTER: Will Final Shareholders Meeting on Jan. 21 C H I L E ROCK-TENN: Buying Southern Container for US$851 Million * COLOMBIA: Gets US$350-Mln Loan for Housing Development Project C O L O M B I A EMPRESA DE TELECOM: Moody's Puts Ba1 Rating on US$300-Mil. Notes SOLUTIA INC: Mulls Offering US$400 Mil. of Senior Unsec. Notes D O M I N I C A N R E P U B L I C GUESS? INC: Brean Murray Maintains Buy Rating on Firm's Shares E C U A D O R PETROECUADOR: Inks Three Oriente Oil Sale Contracts G U A T E M A L A BRITISH AIRWAYS: To Launch US-EU "OpenSkies" Airline in June IMAX CORP: Sept. 30 Balance Sheet Upside-Down by US$76.8 Million J A M A I C A AIR JAMAICA: Cancels Wage Discussion with National Workers AIR JAMAICA: Four Major Airline Firms Offer to Buy Stake CABLE & WIRELESS: Unit Launches Cost-Saving Network Product NATIONAL WATER: Regulator Launches Rate Increase Consultations M E X I C O ALLIS-CHALMERS: Earns US$13 Mil. in Quarter Ended Sept. 30, 2007 AMERICAN AXLE: UBS Maintains Buy Rating on Firm's Shares KRONOS INC: Launches New Offices in Shanghai & Mumbai EMPRESAS ICA: Inks Joint Venture Deal w/ ICA Unit & Controladora FLEXTRONICS INT'L: Dr. Willy Shih Joins Board of Directors PIER 1: Reports Positive Comparable Store Sales for December P U E R T O R I C O AVNET INC: Signs Definitive Pact Acquiring Azzurri Tech CENTENNIAL COMM: Bear Stearns Puts Outperform Rating on Shares DENNY'S CORP: Reports 4th Qtr. & Full-Year 2007 Same-Store Sales MAAX HOLDINGS: Inks Forbearance Contract with Secured Lenders MOTHERS WORK: December 2007 Net Sales Drops 9.6% to US$50.3 Mil. V E N E Z U E L A ARVINMERITOR INC: Fitch Downgrades Issuer Default Rating to B+ * VENEZUELA: Hugo Chavez Names Rodolfo Sanz as Mining Minister * BOND PRICING: For the Week January 7 to January 11 - - - - - ================= A R G E N T I N A ================= BIOMET INC: Reports US$89-Million Net Income in Second Quarter -------------------------------------------------------------- Biomet Inc. reported financial results for its second fiscal quarter ended Nov. 30, 2007. The company earned US$89 million for the three months ended Nov. 30, 2007, compared to net income of US$104.8 million for the same period in 2006. During the second quarter of fiscal year 2008, net sales increased 11% to US$578.1 million. Excluding the impact of foreign currency, net sales increased 8% worldwide. Excluding both the impact of foreign currency and instruments, which the Company discontinued selling to distributors in the United States in the third quarter of fiscal 2007, worldwide sales increased 9% during the quarter. As previously announced, on Sept. 25, 2007, Biomet Inc. merged with LVB Acquisition Merger Sub, Inc., a wholly owned subsidiary of LVB Acquisition, Inc. LVB Acquisition, Inc. is indirectly owned by investment partnerships directly or indirectly advised or managed by The Blackstone Group L.P., Goldman Sachs & Co., Kohlberg Kravis Roberts & Co. L.P. and TPG Capital. These financial results have been prepared in a manner that complies, in all material respects, with generally accepted accounting principles in the U.S. with the exception of certain purchase accounting adjustments related to the Merger, including the effects of the merger-related debt and associated interest expense. The company will reflect the purchase accounting adjustments related to the Merger by the end of fiscal year 2008. During the second quarter of fiscal year 2008, the company incurred special charges (pre-tax) of 16.6 million, approximately half of which related to the previously announced operational improvement program. Reported operating income for the second quarter of fiscal year 2008 was US$145.7 million compared to operating income of US$155.1 million for the second quarter of fiscal year 2007. Adjusted operating income was US$162.3 million for the second quarter of fiscal year 2008 compared to US$159.1 million for the second quarter of fiscal year 2007. Adjusted net income for the second quarter of fiscal year 2008 was US$99.1 million compared to adjusted net income for the second quarter of fiscal year 2007 of US$107.5 million. Adjusted earnings before interest, taxes, depreciation and amortization (EBITDA) for the second quarter of fiscal year 2008 was US$194.4 million as compared to US$182.5 million in the second quarter of fiscal year 2007. Biomet's President and Chief Executive Officer Jeffrey R. Binder stated, "The Company's reconstructive sales category performed very well again this quarter with accelerated growth continuing across various product groups within this category, particularly for knees. In addition, sales of craniomaxillofacial fixation and arthroscopy products were also strong during the second quarter." Mr. Binder added, "We continue to work to strengthen our trauma and spine business. We've built a strong foundation for change and continue to believe we can reach our goal of producing positive revenue growth within the Biomet Trauma and Biomet Spine business during the first half of fiscal year 2009." About Biomet Based in Warsaw, Indiana, Biomet Inc. (NASDAQ: BMET) and its subsidiaries design, manufacture, and market products used primarily by musculoskeletal medical specialists in both surgical and non-surgical therapy. Biomet and its subsidiaries currently distribute products in more than 100 countries, including the Netherlands, Argentina and Korea. Biomet Inc. and its subsidiaries design, manufacture, and market products used primarily by musculoskeletal medical specialists in both surgical and non-surgical therapy. Biomet's product portfolio encompasses reconstructive products, fixation products, spinal products, and other products. * * * As reported in the Troubled Company Reporter-Latin America on Sept. 27, 2007, Moody's Investors Service has assigned final debt ratings to Biomet, Inc. (B2 Corporate Family Rating) in conjunction with the close of the leveraged buy-out transaction by a consortium of equity sponsors. Moody's said the rating outlook is negative. CLUB SOCIAL: Trustee To File General Report in Court on Jan. 17 --------------------------------------------------------------- Betina Isabel Coco, the court-appointed trustee for Club Social Defensores de Cambaceres' reorganization proceeding, will file in the National Commerical Court of First Instance in La Plata, Buenos Aires, a general report containing an audit of the firm's accounting and banking records on Jan. 17, 2008. Ms. Coco verified creditors' proofs of claim until Oct. 31, 2007. The debtor can be reached at: Club Social Defensores de Cambaceres San Martin 715, Ensenada Buenos Aires, Argentina The trustee can be reached at: Betina Isabel Coco Calle 11, Numero 467 La Plata, Buenos Aires COMPANIA LATINOAMERICANA: S&P Assigns B- Senior Debt Rating ----------------------------------------------------------- Standard & Poor's Ratings Services has assigned its 'B-' senior unsecured debt rating to Compania Latinoamericana de Infraestructura & Servicios S.A.'s upcoming issuance of up to US$20 million, two-year bullet bonds. Compania Latinoamericana's subsidiaries, Benito Roggio e Hijos S.A. and Cliba Ingenieria Ambiental S.A., jointly and severally guarantee the issue, which averts notching down for structural subordination. Proceeds will be used mainly to refinance part of the existing short-term debt and to fund working capital needs. S&P does not expect the issuance to result in a significant increase in leverage from current levels, which is peak for the company's current rating category. "The ratings on CLISA reflect the risks associated with significant dependence on the Argentine economy and on large government clients, the exposure to foreign currency mismatch risks, a high leverage level, and limited financial flexibility," said S&P's credit analyst Ivana Recalde. The renegotiation of its subway concession contract poses additional challenges. In light of tariff freezes and pesification since 2002, the subway transportation business unit currently depends on government-granted subsidies to operate, given the significant increases in operating costs. The company has a good competitive position in the construction business. After it acquired Roggio Ambiental S.A. from Roggio S.A., its business diversification improved. These factors and a controlling stake in Aguas Cordobesas S.A. help to mitigate the company's weaknesses. In fiscal 2007, about 47% of Compania Latinoamericana's consolidated EBITDA generation came from the construction segment, 36% from waste management, 8% from mass transportation, and 8% from water services, compared to 81% from construction and 16% from mass transportation in fiscal 2006. Argentina-based Compania Latinoamericana de Infraestructura & Servicios S.A. (Clisa) is a holding company and is devoted to the construction, waste management, water services, and mass transportation segments (through its concession to operate the subway system in Buenos Aires). The company also participates in the toll roads business through subsidiaries that are registered at equity value. Roggio SA owns 97.53% of Clisa. DELTA AIR: Board to Consider Consolidation with Northwest or UAL ---------------------------------------------------------------- Delta Air Lines Inc. sought permission from its board of directors to allow chief executive, Richard Anderson, to engage in formal merger talks with both Northwest Airlines Corp. and UAL Corp., reports The Wall Street Journal. If the Board gives its approval, and Delta pursues a two-track evaluation process with United and Northwest, Continental Airlines Inc. may be forced to join the merger talks to avoid being left behind, says WSJ, citing unnamed people familiar with the situation. Betsy Talton, a Delta spokeswoman, declined to provide an update on the progress of the panel created by the airline in November 2007 to explore strategic options including mergers and acquisitions, says The Associated Press. The board "is not necessarily of one mind about it," a source familiar with Delta directors told WSJ. "It is their fiduciary responsibility to consider the possibility as they promote and protect shareholder value. But there is not necessarily a predilection toward consolidation." Delta's pilots union, however, confirmed that the company may soon be involved in a merger, says the AP. "Consolidation may indeed be at our door," Lee Moak, chairman of the Delta branch of the Air Line Pilots Association, disclosed on the union's Web site. Mr. said the union will support a transaction as long as it helps the airline expand. Northwest and United declined to comment on the issue. Continental officials were not available for comment. About Delta Air Based in Atlanta, Georgia, Delta Air Lines Inc. (NYSE:DAL) -- http://www.delta.com/-- is the world's second-largest airline in terms of passengers carried and the leading U.S. carrier across the Atlantic, offering daily flights to 328 destinations in 56 countries on Delta, Song, Delta Shuttle, the Delta Connection carriers and its worldwide partners. Delta flies to Argentina, Australia and the United Kingdom, among others. The company and 18 affiliates filed for chapter 11 protection on Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923). Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents the Debtors in their restructuring efforts. Timothy R. Coleman at The Blackstone Group L.P. provides the Debtors with financial advice. Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at Akin Gump Strauss Hauer & Feld LLP, provide the Official Committee of Unsecured Creditors with legal advice. John McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James S. Feltman at Mesirow Financial Consulting, LLC, serve as the Committee's financial advisors. The Debtors filed a chapter 11 plan of reorganization and disclosure statement explaining that plan on Dec. 19, 2007. On Jan. 19, 2007, they filed revisions to the plan and disclosure statement, and submitted further revisions to the plan on Feb. 2, 2007. On Feb. 7, 2007, the Court approved the Debtors' disclosure statement. In April 2007, the Court confirmed the Debtors' plan. That plan became effective on April 30, 2007. The Court entered a final decree closing 17 cases on Sept. 26, 2007. As of Sept. 30, 2007, the company's balance sheet showed total assets of US$32.7 billion and total liabilities of US$23 billion, resulting in a US$9.7 billion stockholders' equity. At Dec. 31, 2006, deficit was US$13.5 billion. * * * As reported in the Troubled Company Reporter Oct. 18, 2007, Standard & Poor's Ratings Services affirmed its ratings on Delta Air Lines Inc. (B/Positive/--) and revised the rating outlook to positive from stable. The outlook revision is based on continued strong earnings, cash flow generation, and debt reduction. PETROBRAS ENERGIA: Bear Stearns Downgrades Share To Underperform ---------------------------------------------------------------- Bear Stearns Cos. said in a report that it has downgraded Petrobras Energia Participacoes' shares to "underperform" from "peer perform." Dow Jones Newswires relates the Bear Stearns placed a US$13.50 target price for Petrobras Energia's American Depository Shares for this year. Bear Stearns told Dow Jones, "Initial spike in price related to the Peruvian discovery was warranted, not much more. PZE's [Petrobras Energia] parent PBR [Petroleo Brasileiro SA] paid US$423 million in mid-December for a 40% stake in its Peruvian assets, where we expect a gas discovery to be announced at a Repsol YPF S.A. operated field, extending the Camisea field. We feel this deal offered a US$2 per ADS [American Depository Shares] bump to PZE, which has been more than reflected." Bear Stearns analyst Marc McCarthy commented to Business News Americas, "During the past few weeks, PE shares have rocketed to new heights on the back of various market commentators, who have confused the company with Petrobras, suggesting PE was some sort of back-door entry into the Brazilian exploratory wonder." According to Dow Jones, the spike in the share price and trading volumes of Petrobras Energia's share price resulted to rumors that Petroleo Brasileiro was planning to repurchase the company. Dow Jones notes that Petroleo Brasileiro sent a letter to the Buenos Aires Stock Exchange denying the rumors. Petrobras Energia also denied the rumors in a filing with the stock exchange, Dow Jones states. Petrobras Energia, S.A. is headquartered in Buenos Aires, Argentina. Its majority owner, Petrobras, is based in Rio de Janeiro, Brazil. * * * As reported on Oct. 29, 2007, Moody's Investors Service assigned a Ba1 global local currency issuer rating to Petrobras Energia S.A., and affirmed its Ba2 foreign currency rating for bonds issued under the US$2.5 billion Obligaciones Negociables program, and the Baa1 FCBR for the Series S bonds based on a Petrobras standby purchase agreement. SMOBY-MAJORETTE: Sells Blow Moulding Unit to RPC Group ------------------------------------------------------ RPC Group Plc bought Smoby-Majorette S.A.'s blow molding unit in Moirans-en-Montagne for under US$2 million, Financial Times Ltd. Reports citing Chemical Business Newsbase as its source. According to the report, RPC bought the plant after Smoby slashed its workforce to 52. The facility was renamed to RPC Emballages Moirans SA. The unit made sales of around US$24 million until earlier in 2007, when its performance diminished under Smoby's financial status. As reported on Jan. 8, 2008, the Court of Appeal in Besancon rejected the recovery plan presented by MGA Entertainment Inc. for Smoby-Majorette, maintaining the decision of the Commercial Court of Lons-le-Saunier to place the company under receivership on Oct. 9, 2007. The appellate court gave interested parties until at latest Jan. 20, 2007, to submit offers for Smoby. Around 30 parties have sought information on Smoby and its units. About Smoby Headquartered in Lavans les Saint-Claude, France, Smoby -- http://www.smoby.fr/-- specializes in the creation, development, production and distribution of toys for children from birth to age 10. Smoby has a presence in over 90 countries globally, with commercial and/or industrial operations in South America, Asia and throughout Europe. The Company's products are sold worldwide through a network of 18 subsidiaries, with 65% of sales generated outside of France. In France, the Company employs 1, 300 workers. Its Latin America operations are found in Argentina, Brazil and Mexico. The Commercial Court of Lons-le-Saunier opened bankruptcy proceedings against Smoby on March 19, 2007, upon the Debtor's request. Smoby was hoping to snag an investor who will inject fresh capital yet remain a minority, as the company grapples with a EUR330-million debt. The company reported a net loss of EUR15.87 million for the year ended March 31, 2006, compared with a net profit of EUR1.56 million in 2005. =============== B A R B A D O S =============== ANDREW CORP: Commences Tender Offer for 3-1/4% Convertible Notes ---------------------------------------------------------------- Andrew Corporation, CommScope, Inc.'s indirect wholly owned subsidiary, has commenced an offer to repurchase any and all of its 3-1/4% Convertible Subordinated Notes due 2013. The indenture governing the Notes requires Andrew to make the offer as a result of CommScope's acquisition of Andrew Corp., by way of merger, effective Dec. 27, 2007. Andrew Corp. is offering to purchase the Notes for cash at a purchase price of 100% of their principal amount. If all of the outstanding Notes are tendered in the tender offer, the aggregate purchase price required to purchase the tendered Notes is estimated to be approximately US$167 million. The tender offer for the Notes will expire at 5:00 p.m., New York City time, on Feb. 15, 2008, unless extended or earlier terminated. Holders may withdraw their tendered Notes at any time prior to the expiration time. On Feb. 15, 2008, Andrew will make a semi- annual interest payment on the Notes to holders of record on Feb. 1, 2008. Andrew expects to fund the tender offer from cash advanced by CommScope, which will utilize its available cash on hand, and through borrowings under CommScope's existing credit agreement. As a result of the merger, each US$1,000 principal amount of the Notes is now convertible at the option of the holder, on the terms and subject to the conditions of the indenture governing the Notes, into US$986.15 in cash and 2.304159 shares of CommScope common stock, subject to adjustment from time to time and payments for fractional shares, as provided in the indenture; this represents a conversion price equal to the consideration payable to Andrew stockholders in the merger of (i) US$13.50 in cash per share of Andrew common stock, multiplied by 73.0482, and (ii) 0.031543 shares of CommScope common stock, multiplied by 73.0482. On Jan. 9, 2008, the closing price of CommScope common stock on the New York Stock Exchange was US$42.37 per share. Neither CommScope nor Andrew Corp.'s Board of Directors, nor any other person makes any recommendation as to whether holders of Notes should choose to tender their Notes in the offer, and no one has been authorized to make such a recommendation. About CommScope Based in Hickory, North Carolina, CommScope Inc. (NYSE: CTV) -- http://www.commscope.com/-- is a world leader in infrastructure solutions for communication networks. Through its SYSTIMAX(R) Solutions(TM) and Uniprise(R) Solutions brands, CommScope is the global leader in structured cabling systems for business enterprise applications. It is also the world's largest manufacturer of coaxial cable for Hybrid Fiber Coaxial applications. CommScope has facilities in Brazil, Australia, China and Ireland. About Andrew Corp. Headquartered in Westchester, Illinois, Andrew Corporation (NASDAQ: ANDW) -- http://www.andrew.com/-- designs, manufactures and delivers and essential equipment and solutions for the global communications infrastructure market. The company serves operators and original equipment manufacturers from facilities in 35 countries including China, India, Italy, Czech Republic, Argentina, Bahamas, Belize, Barbados, Bermuda and Brazil. * * * As reported in the Troubled Company Reporter-Latin America Oct. 23, 2007, Standard & Poor's Ratings Services affirmed its ratings on Andrew Corp. and removed them from CreditWatch, where they were placed on June 27, 2007, with negative implications. S&P also affirmed the 'BB-' corporate credit and 'B' subordinated debt ratings for the company. =========== B E L I Z E =========== COMMSCOPE INC: Andrew Commences Tender Offer for 3-1/4% Notes ------------------------------------------------------------- CommScope, Inc.'s indirect wholly owned subsidiary, Andrew Corporation has commenced an offer to repurchase any and all of its 3-1/4% Convertible Subordinated Notes due 2013. The indenture governing the Notes requires Andrew to make the offer as a result of CommScope's acquisition of Andrew Corp., by way of merger, effective Dec. 27, 2007. Andrew Corp. is offering to purchase the Notes for cash at a purchase price of 100% of their principal amount. If all of the outstanding Notes are tendered in the tender offer, the aggregate purchase price required to purchase the tendered Notes is estimated to be approximately US$167 million. The tender offer for the Notes will expire at 5:00 p.m., New York City time, on Feb. 15, 2008, unless extended or earlier terminated. Holders may withdraw their tendered Notes at any time prior to the expiration time. On Feb. 15, 2008, Andrew will make a semi- annual interest payment on the Notes to holders of record on Feb. 1, 2008. Andrew expects to fund the tender offer from cash advanced by CommScope, which will utilize its available cash on hand, and through borrowings under CommScope's existing credit agreement. As a result of the merger, each US$1,000 principal amount of the Notes is now convertible at the option of the holder, on the terms and subject to the conditions of the indenture governing the Notes, into US$986.15 in cash and 2.304159 shares of CommScope common stock, subject to adjustment from time to time and payments for fractional shares, as provided in the indenture; this represents a conversion price equal to the consideration payable to Andrew stockholders in the merger of (i) US$13.50 in cash per share of Andrew common stock, multiplied by 73.0482, and (ii) 0.031543 shares of CommScope common stock, multiplied by 73.0482. On Jan. 9, 2008, the closing price of CommScope common stock on the New York Stock Exchange was US$42.37 per share. Neither CommScope nor Andrew Corp.'s Board of Directors, nor any other person makes any recommendation as to whether holders of Notes should choose to tender their Notes in the offer, and no one has been authorized to make such a recommendation. About Andrew Corp. Headquartered in Westchester, Illinois, Andrew Corporation (NASDAQ: ANDW) -- http://www.andrew.com/-- designs, manufactures and delivers and essential equipment and solutions for the global communications infrastructure market. The company serves operators and original equipment manufacturers from facilities in 35 countries including China, India, Italy, Czech Republic, Argentina, Bahamas, Belize, Barbados, Bermuda and Brazil. About CommScope Based in Hickory, North Carolina, CommScope Inc. (NYSE: CTV) -- http://www.commscope.com/-- is a world leader in infrastructure solutions for communication networks. Through its SYSTIMAX(R) Solutions(TM) and Uniprise(R) Solutions brands, CommScope is the global leader in structured cabling systems for business enterprise applications. It is also the world's largest manufacturer of coaxial cable for Hybrid Fiber Coaxial applications. CommScope has facilities in Brazil, Australia, China and Ireland. * * * As reported in the Troubled Company Reporter on Oct. 19, 2007, Standard & Poor's Ratings Services affirmed its ratings on CommScope Inc. and Westchester, Illinois-based Andrew Corp. and removed them from CreditWatch, where they were placed on June 27, 2007, with negative implications. S&P also affirmed the 'BB-' corporate credit and 'B' subordinated debt ratings for both companies. The ratings on Andrew will be withdrawn following its acquisition and debt refinancing. S&P said the outlook is stable. ============= B E R M U D A ============= DCS CORP: Liquidator To Stay Firm's Jan. 22 Wind-Up --------------------------------------------------- Mark W.R. Smith, DCS Corporation Ltd.'s liquidator, will stay the company's liquidation on Jan. 22, 2008. The stay application is made at the request of the sole shareholder of the company as there are matters that must be resolved before proceeding. Mr. Smith will give notice of stay to the official receiver for Bermuda and DCS will be placed back in the state in which it was before the liquidation in so far as that is possible. Mr. Smith believes that the stay is in the best interests of the shareholders and creditors of DCS. Any creditor or shareholder objecting to the stay proposed may apply to the Supreme Court of Bermuda to require the liquidator to continue the liquidation. FOSTER WHEELER: Subsidiary Bags Supply Contract for UTE CT ---------------------------------------------------------- Foster Wheeler Ltd.'s subsidiary of its Global Power Group has been awarded a contract by the Spanish company UTE CT Mejillones, which is owned by Cobra Instalaciones y Servicios S.A., part of the ACS group., for a 165 MWe (gross megawatt electric) circulating fluidized-bed boiler island to be located at the Andino power plant in Mejillones, in the north of Chile. This is the second unit to be awarded to Foster Wheeler at the Andino power plant. Foster Wheeler has received a full notice to proceed on this contract. The terms of the award were not disclosed, and the contract will be included in the company's bookings for the fourth-quarter of 2007. Foster Wheeler will supply the 165 MWe CFB steam generator, auxiliary equipment and advisory services for erection and commissioning of the boiler island. The boiler will be designed to burn imported bituminous coal and/or petroleum coke, as well as providing the option to burn small amounts of biomass-type fuels. Commercial operation of the new boiler is scheduled for the second half of 2010. "The award of this second unit is further assurance of our customer's confidence in our CFB technology as reliable and environmentally responsible," said Tomas Harju-Jeanty, chief executive officer of Foster Wheeler Energia Oy. About Foster Wheeler Foster Wheeler Ltd. (Nasdaq: FWLT) -- http://www.fwc.com/-- offers a broad range of engineering, procurement, construction, manufacturing, project development and management, research and plant operation services. Foster Wheeler serves the refining, upstream oil and gas, LNG and gas-to-liquids, petrochemical, chemicals, power, pharmaceuticals, biotechnology and healthcare industries. The corporation is based in Hamilton, Bermuda, and its operational headquarters are in Clinton, New Jersey. * * * As reported in the Troubled Company Reporter on Dec. 18, 2006, Standard & Poor's Ratings Services revised its outlook on Foster Wheeler Ltd. to positive from stable. At the same time, Standard & Poor's affirmed its 'B+' corporate credit rating and other ratings on the company. The company had about US$217 million of total debt at Sept. 29, 2006. FOSTER WHEELER: Supplying Steam Generators to SINOCHEM ------------------------------------------------------ Foster Wheeler Ltd.'s subsidiaries of its Global Power Group have been awarded a contract for two circulating fluidized-bed -- CFB -- steam generators by SINOCHEM Quanzhou Petrochemical Co. Ltd, a subsidiary of Sinochem Corporation, located in southeast Fujian Province in the People's Republic of China. This CFB project is part of a major residue-processing project by SINOCHEM Quanzhou Petrochemical Co. Ltd. Foster Wheeler has received a full notice to proceed on the engineering and supply of two 75 MWe class (gross megawatt electric) CFB steam generators. The terms of the award were not disclosed, and the contract will be included in the company's bookings for the fourth-quarter of 2007. "Foster Wheeler's ability to provide reliable efficient combustion of petcoke in our CFB technology was key in the selection of our technology by SINOCHEM," said Byron Roth, chief executive officer of Foster Wheeler Power Group Asia. "We are looking forward to a long term, mutually beneficial relationship between Foster Wheeler and SINOCHEM." "We are fully confident in Foster Wheeler's high quality CFB product and the outstanding service they will bring to our refinery," said Mr. Wang Zhongshang, president of SINOCHEM Quanzhou Petrochemical Co. Ltd. "Foster Wheeler's previous work on projects in the petrochemical industry demonstrated the company's expertise and professionalism in completing complex jobs - and was a major factor in our selection of the company to provide the boilers for Quanzhou." The coke-fired CFBs will be designed by Foster Wheeler International Engineering & Consulting (Shanghai) Company Limited. Foster Wheeler Power Machinery Company Limited, which owns a state-of-the-art manufacturing facility in Xinhui, China, will be responsible for the manufacturing. Commercial operation of the new boilers is scheduled for the fourth quarter of 2009. About Foster Wheeler Foster Wheeler Ltd. (Nasdaq: FWLT) -- http://www.fwc.com/-- offers a broad range of engineering, procurement, construction, manufacturing, project development and management, research and plant operation services. Foster Wheeler serves the refining, upstream oil and gas, LNG and gas-to-liquids, petrochemical, chemicals, power, pharmaceuticals, biotechnology and healthcare industries. The corporation is based in Hamilton, Bermuda, and its operational headquarters are in Clinton, New Jersey. * * * As reported in the Troubled Company Reporter on Dec. 18, 2006, Standard & Poor's Ratings Services revised its outlook on Foster Wheeler Ltd. to positive from stable. At the same time, Standard & Poor's affirmed its 'B+' corporate credit rating and other ratings on the company. The company had about US$217 million of total debt at Sept. 29, 2006. ZHUANG PP: Liquidator To Stay Firm's Feb. 4 Wind-Up --------------------------------------------------- Jennifer Y. Fraser, Zhuang PP Holdings Limited's liquidator, will stay the firm's wind-up on Feb. 4, 2008. Ms. Fraser will stay Zhuang PP's wind-up in in line with Section 230 of the Companies Act 1981. The shareholder of Zhuang PP wants the firm to continue its existence. The stay is in the best interest of the contributories of the company. The liquidator can be reached at: Jennifer Y. Fraser Canon's Court 22 Victoria Street, Hamilton Bermuda =========== B R A Z I L =========== BANCO NACIONAL: Lending Up to BRL585 Mil. to CPFL Energia Units --------------------------------------------------------------- Banco Nacional de Desenvolvimento Economico e Social will lend up to BRL585 million to Brazilian power holding company CPFL Energia 's three distribution subsidiaries, CPFL Energia said in a filing with the securities regulator Comissao de Valores Mobiliarios. CPFL Energia told Business News Americas that Banco Nacional will grant these loans to these units to upgrade power distribution systems in 2008 and 2009: -- up to BRL104 million to CPFL Piratininga in Sao Paulo, -- up to BRL228 million to CPFL Paulista in Sao Paulo, and -- up to BRL253 million to RGE Energia in Rio Grande do Sul. "Our board agreed to borrow this money in late December. It has nothing to do with acquisitions. It is a usual financing operation with BNDES. The amount is not that much and CPFL Energia, as an unleveraged company, thought it was better to borrow this money from BNDES than to use its own cash," a CPFL Energia investor relations official commented to BNamericas. About CPFL Energia CPFL Energia S.A. is a holding company that, through its subsidiaries, distributes, generates and sells electricity in Brazil. The company is also engaged in electricity commercialization and provides electricity-related services to its affiliates, as well as unaffiliated parties. The company holds a direct participation in the distributing companies, Companhia Paulista de Forca e Luz and Companhia Piratininga de Forca e Luz; a direct participation in the generation company, CPFL Geracao de Energia S.A. and a direct participation in the commercialization company, CPFL Comercializacao Brasil S.A. The company also has number of indirect investments in other electricity generation, distribution and commercialization companies. About Banco Nacional Banco Nacional de Desenvolvimento Economico e Social is Brazil's national development bank. It provides financing for projects within Brazil and plays a major role in the privatization programs undertaken by the federal government. * * * Banco Nacional currently carries a Ba2 foreign long-term bank deposit rating from Moody's, and a BB+ long-term foreign issuer credit rating from Standards and Poor's. The ratings were assigned in August and May 2007, respectively. BRASIL TELECOM: Intensifies Sale Talks with Telemar Norte --------------------------------------------------------- Telemar Norte Leste told Business News Americas that it had stepped up talks to acquire Brazilian fixed line operator Brasil Telecom. Telemar Norte said in a statement that it was offering some BRL4.8 billion for holding company Solpart, which controls Brasil Telecom. News daily Valor Economico reports that Solpart is controlled by: -- Citigroup, -- Opportunity Asset Management, and -- Brazilian pension funds. BNamericas notes that Telemar Norte is controlled by: -- La Fonte, -- Andrade Gutierrez, -- GP Investimentos, -- pension funds, and -- Brazilian development bank BNDES. According to Telemar Norte's statement, the prices being discussed during the negotiations are "indicative." GP, Citi and Banco do Brasil's pension fund Previ agreed with Telemar Norte to leave the company that would result from the acquisition, news daily Folha de S Paulo says. The new firm will be controlled by La Fonte, Andrade Gutierrez, and other partners. BNamericas relates that once the sale is approved, the resulting firm would be the largest mobile and fixed line operator owned by exclusively national capital in Brazil. It would compete with Spain's Telefonica and Mexico's Telmex. Signals Telecom Consulting senior analyst Diego Bubillo commented to BNamericas, "The only way Oi [Telemar Norte] and BrT [Brasil Telecom] can compete with those two groups is by merging." Yankee Group analyst J�lio Puschel told BNamericas, "The new operator could be an interesting asset for an international group to enter the Brazilian telecommunications market. Nowadays it is very hard for a group to invest in that market given the current situation. An operator this large and with such solid infrastructure could change that scenario." Brazil's antitrust laws prevent a merger between any of the fixed line concession holders Telemar Norte, Brasil Telecom, Telesp or Embratel due to conflict with concession licenses, published reports say. However, it wouldn't hinder the Telemar Norte-Brasil Telecom merger and the necessary changes to legislation could be made, Valor Economico states, citing Brazilian communications minister Helio Costa. About Telemar Norte Headquartered in Rio de Janeiro, Brazil, Tele Norte Leste Participacoes SA -- http://www.telemar.com.br-- is a provider of fixed-line telecommunications services in South America. The company markets its services under its Telemar brand name. Tele Norte's subsidiaries include Telemar Norte Leste SA; TNL PCS SA; Telemar Internet Ltda.; and Companhia AIX Participacoes SA. About Brasil Telecom Headquartered in Brasilia, Brazil, Brasil Telecom Participacoes SA -- http://www.brasiltelecom.com.br-- is a holding company that conducts substantially all of its operations through its wholly owned subsidiary, Brasil Telecom SA. The fixed-line telecommunications services offered to the company's customers include local services, including all calls that originate and terminate within a single local area in the region, as well as installation, monthly subscription, measured services, public telephones and supplemental local services; intra-regional long- distance services, which include intrastate and interstate calls; interregional and international long-distance services; network services, including interconnection and leasing; data transmission services; wireless services, and other services. * * * To date, Brasil Telecom carries Moody's Investors Service's Ba1 senior unsecured and credit default swap ratings. INTCOM TRADING: Final Shareholders Meeting Is on Jan. 21 -------------------------------------------------------- Intcom Trading Ltd. will hold its final shareholders meeting on Jan. 21, 2008, at 11:00 a.m. at: Rua Minas Gerais 122 Sao Paulo - SP, Brazil These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) determining the manner in which the books, accounts and documentation of the company, and of the liquidator should be disposed of. Intcom Trading's shareholders agreed on Dec. 12, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Augusto Prado Barreto Machedo de Campos, Pizzo E Barreto - Advogados Rua Minas Gerias, 122 - Higienopolis 01244-101 - Sao Paolo - SP Brazil Tel: 55 11 3255 0844 Fax: 55 11 3255 5571 IWT TESORO: Judge Glenn OKs Bidding Procedure for Sale of Assets ---------------------------------------------------------------- The Hon. Martin Glenn of the United States Bankruptcy Court for the Southern District of New York approved the bidding procedure for the sale of substantially all of IWT Tesoro Corporation and its debtor-affiliates' assets. The Debtor proposes to conduct a public sale on Jan. 17, 2008, at 12:00 noon, at the law offices of Otterbourg, Steindler, Houston & Rosen P.C., 230 Park Avenue in New York. To participate in the auction, bids must accompany a deposit equal to 10% of the purchase price and must be received on or before Jan. 15, 2008. The Debtors also proposes a break-up fee up to 3% of the purchase price. A sale hearing has been set for 10:00 a.m., of Jan. 22, 2008, at One Bowling Green, Courtroom TBA in New York. Objections to the sale must be filed with the Court by Jan. 18, 2007. About I.W.T. Tesoro I.W.T. Tesoro Corporation, fka Ponca Acquisition Company, -- http://www.iwttesoro.com/-- is headquartered in New York City. The company and its subsidiaries distribute building materials, specifically hard floor and wall coverings. They are wholesalers and do not sell directly to any end user. Their products consist of ceramic, porcelain and natural stone floor, wall and decorative tile. They import a majority of these products from suppliers and manufacturers in Europe, South America (Brazil), and the Near and Far East. Their markets include the United States and Canada. They also offer private label programs for branded retail sales customers, buying groups, large homebuilders and home center store chains. The Debtor and its debtor-affiliates, International Wholesale Tile, Inc. and American Gres, Inc., filed for Chapter 11 bankruptcy protection on Sept. 6, 2007 (Bankr. S.D. NY Lead Case No. 07-12841). John K. Sherwood, Esq., at Lowenstein Sandler P.C., represents the Official Committee of Unsecured Creditors. As of June 30, 2007, the Debtors had total assets of US$39,798,579 and total debts of US$47,940,983. JABIL CIRCUIT: To Sell US$250 Million of Senior Unsecured Notes --------------------------------------------------------------- Jabil Circuit, Inc. (NYSE:JBL) has priced an offering of US$250 million principal amount of its 8.25% senior unsecured notes due 2018. The Senior Notes will be issued at a price of 99.965 percent of par and will mature on March 15, 2018. The terms of the notes include an interest rate adjustment provision that provides that the interest rate on the notes will be subject to adjustment upon the occurrence of certain specified changes in one or more of the ratings of Jabil's debt securities. The net proceeds from the sale of the notes will be used to repay a portion of Jabil's outstanding borrowings under the revolving credit portion of its five-year unsecured credit facility . The transaction is expected to close on Jan. 16, 2008. The notes have been offered only to qualified institutional buyers in reliance on Rule 144A, under the Securities Act of 1933, as amended, and in offshore transactions pursuant to Regulation S under the Securities Act. The notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act of 1933. Headquartered in St. Petersburg, Florida, Jabil Circuit, Inc., -- http://www.jabil.com/-- is an electronic product solutions company providing comprehensive electronics design, manufacturing and product management services to global electronics and technology companies. Jabil Circuit has more than 50,000 employees and facilities in 20 countries, including Brazil, Mexico, United Kingdom and Japan. JABIL CIRCUIT: Fitch Assigns BB+ Rating on US$300-Mln Sr. Notes --------------------------------------------------------------- Fitch Ratings has assigned a 'BB+' rating to Jabil Circuit, Inc.'s proposed Rule 144A offering of US$300 million senior unsecured notes due 2018. Fitch currently rates Jabil Circuit as: -- Issuer default rating 'BB+'; -- Senior unsecured revolving credit facility 'BB+'; -- Senior unsecured debt 'BB+'. The Outlook is Stable. Fitch expects the company to utilize the proceeds from the proposed debt issuance to repay US$300 million outstanding under its revolving credit facility. The funds drawn on the credit facility were previously used to repay US$400 million due on Jabil Circuit's US$1 billion bridge facility, which funded the purchase of Taiwan Greenpoint in 2007. Liquidity was solid as of Nov. 30, 2007, and included US$664 million in cash and an US$800 million unsecured revolving credit facility, expiring 2012, of which, US$700 million should be available to the company following the notes offering. Jabil Circuit also has an off-balance sheet US$325 million accounts receivable securitization program, which the company utilizes for additional liquidity. Annual free cash flow has averaged approximately US$200 million historically but declined to negative US$231 million in August 2007 following the loss of a significant customer program early in the year, which resulted in a temporary decline in profitability. Fitch expects free cash flow to return to a more normal level in August 2008 as EBIT margins have risen above 3% from a recent low of 1.6% in fiscal second quarter on February 2007. Total debt outstanding pro forma for the proposed notes offering is US$1.3 billion consisting primarily of: i) US$100 million outstanding on the company's US$800 million revolving credit facility; ii) US$297 million in 5.875% senior unsecured notes due 2010; iii) US$400 million senior unsecured term loan due July 2012; and iv) US$300 million in senior unsecured notes due 2018. Additionally, the company has approximately US$266 million outstanding under its US$325 million accounts receivable securitization program, which matures in February 2008. Jabil Circuit, Inc., headquartered in St. Petersburg, Florida -- http://www.jabil.com/-- is an electronic product solutions company providing comprehensive electronics design, manufacturing and product management services to global electronics and technology companies. Jabil Circuit has more than 50,000 employees and facilities in 20 countries, including Brazil, Mexico, United Kingdom and Japan. JABIL CIRCUIT: Moody's Puts Ba1 Rating on US$300MM Senior Notes --------------------------------------------------------------- Moody's Investors Service has assigned a Ba1 rating to Jabil Circuit, Inc.'s proposed offering of US$300 million senior notes due 2018 and affirmed its existing ratings and negative outlook. Moody's also assigned a speculative grade liquidity rating of SGL-1. The new issue proceeds will be used to repay debt outstanding under the company's US$800 million revolving credit facility, which represents the remaining debt incurred to finance the Taiwan Green Point Enterprises acquisition. The rating for the senior notes is the same as the Ba1 corporate family rating, which reflects the competitive pricing pressures and inherent volatility that currently plague the EMS industry, as well as rising capex and working capital associated with Jabil Circuit's transition to a more vertically integrated business model to compete more effectively against its competitors. The rating is constrained by the company's single digit gross margins, US$200-250 million three-year restructuring program and its associated near-term negative impact on already thin gross/operating margins. Additionally, weakness in the consumer segment, unfavorable product mix and the winding down of old OEM programs prior to full ramp-up of higher margin vertical programs are expected to pressure revenue growth rates and restrain average margins. Finally, financial leverage of 3.1, which still reflects the 2007 debt-financed acquisition of Green Point, positions Jabil Circuit in the Ba1 rating category. Moody's notes that the rating also considers the possibility of further debt-funded acquisitions as the company seeks to advance its market position against competitors in the EMS space. Notwithstanding these near-term challenges, Moody's expects the company will maintain a solid market position longer-term, benefiting from the overall growth in the electronics markets, the secular OEM outsourcing trend as well as the opportunities from convergence of similar capabilities with ODMs and component distributors. Jabil's Tier 1 leadership status, historic quality execution and customer service in the traditional EMS space, growing market share and global footprint with facilities near OEM customer sites are also positive credit drivers. The company has adopted an operating model concentrating on end-to- end solutions, mechanical design and vertical component production, and on emerging EMS end markets with higher margin/low volume characteristics, which Moody's views favorably. Consideration is given to the company's rationalization of its manufacturing footprint, the shift of production to lower cost regions, improving working capital and expected costs savings from restructuring initiatives. The negative outlook reflects Jabil Circuit's reduced financial flexibility as a result of increased financial leverage, profitability weakness and expectations of diminished free cash flow over the next several quarters. Notwithstanding the company's anticipation for improvement in working capital efficiency over the near term, the negative outlook also considers the increase in working capital consumption in the recent fiscal year without a commensurate increase in profitability, expectations of capex slightly above historical levels and risks associated with the integration of Green Point. Moody's could stabilize the outlook upon Jabil Circuit's achievement of sustainable free cash flow generation while maintaining leverage at or below current levels, commensurate with the Ba1 rating. The outlook could also stabilize upon evidence of operational execution in non-traditional high margin/low volume EMS segments and successful integration of Green Point resulting in higher sustainable operating margins. The company's SGL-1 rating reflects very good liquidity and financial flexibility. As of Nov. 30, 2007, the company maintained roughly US$664 million of cash. Although free cash flow was negative US$228.5 million for fiscal 2007, US$229.7 million of positive free cash flow was generated in the last two quarters. Free cash flow is expected to remain weak, yet gradually recover as the company's cash conversion cycle improves. In July 2007, Jabil Circuit entered into an amended and restated US$1.2 billion unrated five-year senior unsecured credit facility with its initial lenders comprised of an US$800 million revolver and US$400 million term loan. At that time, US$400 million was drawn from the term loan to pay down amounts outstanding under the Bridge Facility. The company currently has US$400 million outstanding under the revolver. The amended credit facility, which requires a material adverse change representation for each borrowing, contains financial covenants requiring the maintenance of interest coverage of 3.0 EBITDA and financial leverage equal to or less than 3.5 debt to EBITDA. These new ratings were assigned: -- US$300 Million Senior Unsecured Notes due 2018 -- Ba1 (LGD- 4, 52%) -- Speculative Grade Liquidity -- SGL-1 These ratings were affirmed: -- Corporate Family Rating -- Ba1 -- Probability of Default Rating -- Ba1 -- US$300 Million Senior Unsecured Notes due 2010 -- Ba1 (LGD- 4, 52%) Jabil Circuit, Inc., headquartered in St. Petersburg, Florida -- http://www.jabil.com/-- is an electronic product solutions company providing comprehensive electronics design, manufacturing and product management services to global electronics and technology companies. Jabil Circuit has more than 50,000 employees and facilities in 20 countries, including Brazil, Mexico, United Kingdom and Japan. SIGNUS TRADING: Final Shareholders Meeting Is on Jan. 21 -------------------------------------------------------- Signus Trading Ltd. will hold its final shareholders meeting on Jan. 21, 2008, at 10:30 a.m. at: Rua Minas Gerais 122 Sao Paulo - SP, Brazil These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) determining the manner in which the books, accounts and documentation of the company, and of the liquidator should be disposed of. Signus Trading's shareholders agreed on Dec. 12, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Augusto Prado Barreto Machedo de Campos, Pizzo E Barreto - Advogados Rua Minas Gerias, 122 - Higienopolis 01244-101 - Sao Paolo - SP Brazil Tel: 55 11 3255 0844 Fax: 55 11 3255 5571 TELE TRADE: Will Hold Final Shareholders Meeting on Jan. 21 ----------------------------------------------------------- Tele Trade Ltd. will hold its final shareholders meeting on Jan. 21, 2008, at 11:30 a.m. at: Rua Minas Gerais 122 Sao Paulo - SP, Brazil These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) determining the manner in which the books, accounts and documentation of the company, and of the liquidator should be disposed of. Tele Trade's shareholders agreed on Dec. 12, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Augusto Prado Barreto Machedo de Campos, Pizzo E Barreto - Advogados Rua Minas Gerias, 122 - Higienopolis 01244-101 - Sao Paolo - SP Brazil Tel: 55 11 3255 0844 Fax: 55 11 3255 5571 JAPAN AIRLINES: MUFG Likely To Win Bid for JALCard Unit ------------------------------------------------------- Mitsubishi UFJ Financial Group is likely to win the bidding for a large stake in Japan Airlines International Co., Ltd.'s credit card unit, Edwina Gibbs and Alison Tudor of Reuters reports, citing the Yomiuri newspaper. A financial source of the paper opined that MUFG has an advantage in the deal because it has existing business ties with JALCard, relates Reuters. Other bidders include Credit Saison Co., Ltd., and TPG. TPG, according to Yomiuri's source, is viewed as the outside contender as it has weaker links to the credit card business. JAL, undergoing restructuring, is looking to sell up to 49% of its unlisted credit card unit and will probably reach a decision by the end of the month. However, Reuters sources said that JAL may be open to selling more than a 50% stake. Tokyo-based Japan Airlines International Company, Limited -- http://www.jal.com/en/-- was created as a result of the merger of Japan Airlines and Japan Air Systems to boost domestic coverage. Japan Airlines flies to the United States, Brazil and France. * * * As reported on Feb. 9, 2007, that Standard & Poor's Ratings Services affirmed its 'B+' long-term corporate credit and issue ratings on Japan Airlines Corp. (B+/Negative/--) following the company's announcement of its new medium-term management plan. S&P said the outlook on the long-term corporate credit rating is negative. As reported on Oct. 10, 2006, that Moody's Investors Service affirmed its Ba3 long-term debt ratings and issuer ratings for both Japan Airlines International Co., Ltd and Japan Airlines Domestic Co., Ltd. The rating affirmation is in response to the planned restructuring of the Japan Airlines Corporation group on Oct. 1, 2006 with the completion of the merger of JAL's two operating subsidiaries, JAL International and Japan Airlines Domestic. JAL International will be the surviving company. Moody's said the rating outlook is stable. Fitch Ratings Tokyo analyst Satoru Aoyama said that the company's debt obligations and expenses for new aircraft have placed it in an unfavorable financial position. Fitch assigned a BB- rating on the company, which is three notches lower than investment grade. JAPAN AIRLINES: To Ask JPY60 Billion More from Creditors -------------------------------------------------------- Japan Airlines International Co. Ltd. plans to ask for a capital injection totaling about JPY60 billion from its four major bank creditors as part of its JPY150-billion capital increase plan, sources familiar with the matter revealed to Kyodo News. Kyodo News' sources say that the four banks are the Development Bank of Japan, Mizuho Corporate Bank, the Bank of Tokyo-Mitsubishi UFJ and Sumitomo Mitsui Banking Corp. Jiji Press reports JAL will raise the JPY60 billion through some issuance of preferred shares to its creditors. According to Jiji Press, JAL will ask investment worth JPY20 billion each from Development Bank of Japan and Mizuho Corporate Bank, JPY18 billion from Mitsubishi UFJ Financial Group and JPY5 billion from Sumitomo Mitsui Financial Group Inc. Jiji Press further reports that JAL plans to raise some JPY90 billion through the issuance of preferred shares to business partners, mainly trading houses. The amount is part of JAL's plan to issue a total of JPY150 billion-worth of preferred shares by the end of the fiscal year as part of its business turnaround measures. Of the JPY90-billion portion, JAL plans to seek JPY20 billion each from major traders Mitsui & Co., Mitsubishi Corp. and Sojitz Corp., JPY10 billion each from Itochu Corp. and Marubeni Corp., and JPY5 billion from Japan Energy Corp, relates Jiji Press. JAL procures aircraft and related parts through the traders, and buys aircraft fuel from Japan Energy, notes Jiji Press. Tokyo-based Japan Airlines International Company, Limited -- http://www.jal.com/en/-- was created as a result of the merger of Japan Airlines and Japan Air Systems to boost domestic coverage. Japan Airlines flies to the United States, Brazil and France. * * * As reported on Feb. 9, 2007, that Standard & Poor's Ratings Services affirmed its 'B+' long-term corporate credit and issue ratings on Japan Airlines Corp. (B+/Negative/--) following the company's announcement of its new medium-term management plan. S&P said the outlook on the long-term corporate credit rating is negative. As reported on Oct. 10, 2006, that Moody's Investors Service affirmed its Ba3 long-term debt ratings and issuer ratings for both Japan Airlines International Co., Ltd and Japan Airlines Domestic Co., Ltd. The rating affirmation is in response to the planned restructuring of the Japan Airlines Corporation group on Oct. 1, 2006 with the completion of the merger of JAL's two operating subsidiaries, JAL International and Japan Airlines Domestic. JAL International will be the surviving company. Moody's said the rating outlook is stable. Fitch Ratings Tokyo analyst Satoru Aoyama said that the company's debt obligations and expenses for new aircraft have placed it in an unfavorable financial position. Fitch assigned a BB- rating on the company, which is three notches lower than investment grade. PARANA BANCO: Wants 55% Voting Control at J. Malucelli ------------------------------------------------------ Parana Banco has proposed to convert preferred shares into common shares and control 55% of voting capital in local insurer J. Malucelli through subsidiaries Porto de Cima Holding and Tresor Holdings, Business News Americas reports. In addition, the bank will buy out other shareholders with Porto de Cima eventually holding 85% and Tresor 15% of the insurer, BNamericas says. The report adds that the bank has entered into a deal with private equity firm Advent International in March 2007 to buy back J. Malucelli through swapping of shares. BNamericas relates that Advent bought J Malucelli's 85% stake for BRL45.3 million (currently US$25.8 million) in 2004. The bank has raised BRL529 million from the sale of 37.8 million preferred shares following its initial public offering on the Sao Paulo stock exchange Bovespa in June 2007, BNamericas adds. According to the report, the bank acquired 3.37 million shares in J. Malucelli in October 2007, marking the first stage of the share swap. However, Insurance regulator Susep has yet to approve the deal. BNamericas notes that Susep, in August 2007, allowed the insurer to offer personal lines and private pension plans. J. Malucelli Vida e Previdoncia obtained permission to make payroll loans available to federal employees through the federal human resources system on December. Parana Banco is a niche bank in the segment of payroll discount lending, primarily to public-sector employees. The bank's adjusted total assets of US$375 million as of June 2006 represented less than 1% of total assets in the Brazilian banking industry. The bank is a relevant part of a broader conglomerate (J. Malucelli), with operations in different sectors and concentrated in the South of Brazil. Standard & Poor's does not assign ratings to any company in the J. Malucelli group, and the ratings assigned to the bank do not incorporate potential support from shareholders. * * * As reported in the Troubled Company Reporter-Latin America on June 26, 2007, Standard & Poor's Ratings Services raised its long-term counterparty credit rating and senior unsecured debt rating on Parana Banco S.A. to 'B+' from 'B'. The ratings were removed from CreditWatch Positive where they were placed June 11, 2007. At the same time, S&P affirmed the 'B' short- term counterparty credit rating on the bank. S&P said the outlook is stable. PETROLEO BRASILEIRO: SBM To Operate P-57 for Three years -------------------------------------------------------- Petroleo Brasileiro SA has picked Monaco's SBM Offshore to operate the P-57 FPSO for three years, Business News Americas reports. According to the report, SBM, as confirmed by Petrobras on Jan. 7, 2008, is the winning bidder for the turnkey supply and three-year operation of the FPSO P-57. Petrobras is paying US$1.2 billion for the platform that will be built at the KeppelFels shipyard in Rio de Janeiro state. SBM disclosed that the signing of the contract is expected this month, BNamericas says. In 2006, BNamericas relates, Petrobras made an effort to select a company to build the rig but prices offered were considered too high. P-57 will begin operations in 2011, producing 180,000b/d in the Jubarte field in the Espirito Santo basin. About Petrobras Brasileiro Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro SA aka Petrobras -- http://www2.petrobras.com.br/ingles/index.asp- - was founded in 1953. The company explores, produces, refines, transports, markets, distributes oil and natural gas and power to various wholesale customers and retail distributors in Brazil. Petrobras has operations in China, India, Japan, and Singapore. * * * As reported in the Troubled Company Reporter-Latin America on May 14, 2007, Fitch Ratings upgraded Brazil's long-term foreign and local currency sovereign Issuer Default Ratings to 'BB+' from 'BB' and the Country Ceiling to 'BBB-' from 'BB+'. In addition, Fitch affirmed Brazil's Short-term IDR at 'B'. Fitch said the rating outlook is stable. PETROLEO BRASILEIRO: Subsea 7 Bags Gulf of Mexico Contract ---------------------------------------------------------- Petroleo Brasileiro SA is awarding Norwegian engineering firm Subsea 7 a contract for installation works in the deepwater Cascade and Chinook fields in the Gulf of Mexico, according to Business News Americas. Under the deal, Subsea 7 will receive up to US$50 million to: -- engineer and install 70km of power cables, control umbilicals and -- manufacture and install 16 jumpers in the Cascade and Chinook fields. Subsea 7 disclosed that "the offshore installation campaign will be carried out by one of Subsea 7's deepwater umbilical installation vessels late 2009 and early 2010," BNamericas relates. BNamericas says that Petrobras will be using first-time floating production storage and offloading vessel to develop Cascade and Chinook. About Petrobras Brasileiro Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro SA aka Petrobras -- http://www2.petrobras.com.br/ingles/index.asp- - was founded in 1953. The company explores, produces, refines, transports, markets, distributes oil and natural gas and power to various wholesale customers and retail distributors in Brazil. Petrobras has operations in China, India, Japan, and Singapore. * * * As reported in the Troubled Company Reporter-Latin America on May 14, 2007, Fitch Ratings upgraded Brazil's long-term foreign and local currency sovereign Issuer Default Ratings to 'BB+' from 'BB' and the Country Ceiling to 'BBB-' from 'BB+'. In addition, Fitch affirmed Brazil's Short-term IDR at 'B'. Fitch said the rating outlook is stable. TAM SA: Reports Domestic Markets Share of 48.6% in December ----------------------------------------------------------- TAM S.A.'s operating data for December 2007, as disclosed by the Brazilian National Civil Aviation Agency, TAM registered 13.2% growth in domestic RPK (demand) compared tothe same period last year, and 13.8% increase in domestic ASK (supply). In December, market demand increased 17.6% and market supply increased 15.3%. TAM registered a domestic market share of 48.6% and the domestic load factor was 71.9%, 0.2 p.p. higher than the market average 71.7%. In the international market, TAM registered 68.6% growth in RPK and 77.0% in ASK, compared to December 2006. The company attained market share of 70.0%, representing 4.0 p.p. growth year on year. TAM attained 71.3% load factor, 6.1 p.p. higher than the market average of 65.1%. The domestic scheduled yield for December 2007 remained stable with third quarter of 2007. The company's operating data for December: Operating data Dec 2007 Dec 2006 Var. % Domestic Market ASK (millions) - Supply 2,857 2,511 13.8% RPK (millions) - Demand 2,056 1,816 13.2% Load Factor 71.9% 72.3% -0.4 p.p. Market share 48.6% 50.5% -1.9 p.p. International Market ASK (millions) - Supply 1,679 949 77.0% RPK (millions) - Demand 1,197 710 68.6% Load Factor 71.3% 74.8% -3.5 p.p. Market share 70.0% 65.9% 4.0 p.p. Operating data 4Q07 4Q06 Var. % Domestic Market ASK (millions) - Supply 8,070 7,343 9.9% RPK (millions) - Demand 5,758 5,195 10.8% Load Factor 71.4% 70.7% 0.6 p.p. Market share 48.2% 50.9% -2.8 p.p. International Market ASK (millions) - Supply 4,566 2,576 77.2% RPK (millions) - Demand 3,230 1,894 70.5% Load Factor 70.7% 73.5% -2.8 p.p. Market share 71.5% 61.9% 9.6 p.p. Jan-Dec Jan-Dec Operating data 2007 2006 Var. % Domestic Market ASK (millions) - Supply 30,782 26,047 18.2% RPK (millions) - Demand 21,713 19,044 14.0% Load Factor 70.5% 73.1% -2.6 p.p. Market share 48.9% 48.0% 0.9 p.p. International Market ASK (millions) - Supply 16,051 8,663 85.3% RPK (millions) - Demand 11,349 6,651 70.6% Load Factor 70.7% 76.8% -6.1 p.p. Market share 67.5% 37.5% 30.0 p.p. About TAM SA TAM SA (Bovespa: TAMM4 and NYSE: TAM) -- http://www.tam.com.br/ -- operates regular flights to 47 destinations throughout Brazil. It serves 72 different cities in the domestic market through regional alliances. Additionally, it maintains code- share agreements with international airline companies that allow passengers to travel to a large number of destinations throughout the world. TAM was the first Brazilian airline company to launch a loyalty program. The program has over 3.3 million subscribers and has awarded more than 3.6 million tickets. * * * As reported in the Troubled Company Reporter-Latin America on Aug. 27, 2007, Standard & Poor's Ratings Services affirmed its 'BB' long-term corporate credit rating on Brazil-based airline TAM S.A. S&P said the outlook is stable. TELEMAR NORTE: Intensifies Talks To Acquire Brasil Telecom ---------------------------------------------------------- Telemar Norte Leste told Business News Americas that it had stepped up talks to acquire Brazilian fixed line operator Brasil Telecom. Telemar Norte said in a statement that it was offering some BRL4.8 billion for holding company Solpart, which controls Brasil Telecom. News daily Valor Economico reports that Solpart is controlled by: -- Citigroup, -- Opportunity Asset Management, and -- Brazilian pension funds. BNamericas notes that Telemar Norte is controlled by: -- La Fonte, -- Andrade Gutierrez, -- GP Investimentos, -- pension funds, and -- Brazilian development bank BNDES. According to Telemar Norte's statement, the prices being discussed during the negotiations are "indicative." GP, Citi and Banco do Brasil's pension fund Previ agreed with Telemar Norte to leave the company that would result from the acquisition, news daily Folha de S Paulo says. The new firm will be controlled by La Fonte, Andrade Gutierrez, and other partners. BNamericas relates that once the sale is approved, the resulting firm would be the largest mobile and fixed line operator owned by exclusively national capital in Brazil. It would compete with Spain's Telefonica and Mexico's Telmex. Signals Telecom Consulting senior analyst Diego Bubillo commented to BNamericas, "The only way Oi [Telemar Norte] and BrT [Brasil Telecom] can compete with those two groups is by merging." Yankee Group analyst J�lio Puschel told BNamericas, "The new operator could be an interesting asset for an international group to enter the Brazilian telecommunications market. Nowadays it is very hard for a group to invest in that market given the current situation. An operator this large and with such solid infrastructure could change that scenario." Brazil's antitrust laws prevent a merger between any of the fixed line concession holders Telemar Norte, Brasil Telecom, Telesp or Embratel due to conflict with concession licenses, published reports say. However, it wouldn't hinder the Telemar Norte-Brasil Telecom merger and the necessary changes to legislation could be made, Valor Economico states, citing Brazilian communications minister Helio Costa. About Brasil Telecom Headquartered in Brasilia, Brazil, Brasil Telecom Participacoes SA -- http://www.brasiltelecom.com.br-- is a holding company that conducts substantially all of its operations through its wholly owned subsidiary, Brasil Telecom SA. The fixed-line telecommunications services offered to the company's customers include local services, including all calls that originate and terminate within a single local area in the region, as well as installation, monthly subscription, measured services, public telephones and supplemental local services; intra-regional long- distance services, which include intrastate and interstate calls; interregional and international long-distance services; network services, including interconnection and leasing; data transmission services; wireless services, and other services. About Telemar Norte Headquartered in Rio de Janeiro, Brazil, Tele Norte Leste Participacoes SA -- http://www.telemar.com.br-- is a provider of fixed-line telecommunications services in South America. The company markets its services under its Telemar brand name. Tele Norte's subsidiaries include Telemar Norte Leste SA; TNL PCS SA; Telemar Internet Ltda.; and Companhia AIX Participacoes SA. As reported on April 27, 2007, Standard & Poor's placed on CreditWatch with negative implications the 'BB+' corporate credit rating on Tele Norte Leste Participacoes S.A. The creditwatch resulted from TmarPart's decision to buy out its holding company's preferred shares. TELEMAR NORTE: Mulling Share Restructuring & Acquisitions --------------------------------------------------------- Telemar Norte Leste's controlling shareholders confirmed to Jeff Fick of Dow Jones Newswires that they are considering a share restructuring and acquisitions. Telemar Norte said in a filing with securities regulators that the shareholders are evaluating ways to restructure the firm's complicated share structure. Dow Jones relates that two previous attempts to restructure Telemar Norte failed. The latest was in October 2007. According to Dow Jones, Telemar Norte's main shareholders are: -- BNDES; -- Previ, the pension fund for workers at state-owned Banco do Brasil; -- two local investment groups, GP Investimentos Ltd. and La Fonte Participacoes SA; and -- industrial conglomerate Andrade Gutierrez. Telemar Norte told Dow Jones that it hired outside advisors to analyze possible acquisitions in these sectors: -- fixed-line and cellular phone markets, -- Internet, and -- cable television. Published reports in Brazil say that Telemar Norte was eying rival Brasil Telecom. A possible merger would be made in an effort to better compete with regional giants like Spain's Telefonica and Mexico's America Movil. Headquartered in Rio de Janeiro, Brazil, Tele Norte Leste Participacoes SA -- http://www.telemar.com.br-- is a provider of fixed-line telecommunications services in South America. The company markets its services under its Telemar brand name. Tele Norte's subsidiaries include Telemar Norte Leste SA; TNL PCS SA; Telemar Internet Ltda.; and Companhia AIX Participacoes SA. As reported on April 27, 2007, Standard & Poor's placed on CreditWatch with negative implications the 'BB+' corporate credit rating on Tele Norte Leste Participacoes S.A. The creditwatch resulted from TmarPart's decision to buy out its holding company's preferred shares. =========================== C A Y M A N I S L A N D S =========================== BASIS YIELD: Case Now Under Official Liquidation ------------------------------------------------ Hugh Dickson, Stephen John Akers, and Paul Andrew Billingham, joint liquidators of Basis Yield Alpha Fund (Master), filed a statement regarding the status of Basis Yield's liquidation proceedings before the Grand Court of Cayman Islands. In the statement, the JPLs notified the U.S. Bankruptcy Court for the Southern District of New York that, on Dec. 19, 2007, the Cayman Court directed that Basis Yield be officially wound up pursuant to the provisions of the Cayman Islands' Companies Law (2007 Revision). The Statement also said the Cayman Court has appointed Messrs. Dickson, Akers and Billingham as Basis Yield's joint official liquidators. U.S. counsel for the Liquidators, Karen B. Dine, Esq., at Pillsbury Winthrop Shaw Pittman LLP, in New York, relates that, pursuant to the Cayman Court's order, the Official Liquidators are authorized to: -- do any act or thing they consider to be necessary or desirable in connection with the liquidation of Basis Yield and the winding up of its affairs; -- exercise all powers set out in Section 109 of the Cayman Companies Law without further sanction of the Cayman Court, including the liberty to employ attorneys, counsel and professional advisors in the Cayman Islands or elsewhere; and -- pay invoices out of the assets of Basis Yield for attorneys' and accountants' remuneration at the usual rates together with all costs and expenses. Ms. Dine further relates that the Cayman Court also authorized the Official Liquidators to file with the Cayman Court Clerk a report, in writing, of the position of and the progress made with the winding up of Basis Yield and with the realization of its assets, and as to any other matters connected with the company's liquidation, every 12 months or as the Cayman Court may direct. On Aug. 28, 2007, Basis Yield asked the Cayman Court to immediately appoint Messrs. Dickson, Akers and Billingham as the company's joint provisional liquidators. The Cayman Court granted Basis Yield's request on that same day. The Liquidators were first appointed temporarily by the Cayman Grand Court as an interim measure designed to ensure that the status quo is maintained pending a full hearing of a winding up petition. The following day, the Liquidators filed a petition under Chapter 15 of the U.S. Bankruptcy Code believing that an ancillary case would facilitate an efficient, fair, prompt, and orderly conduct of the Cayman Islands Proceeding. The Cayman Grand Court usually appoints a provisional liquidator if it is persuaded that in all probability a winding up order will ultimately be made. About Basis Yield Basis Yield Alpha Fund (Master) is a Cayman Islands mutual fund. It operates as a master-feeder structure that allows investors' funds to be channeled through two companies operating in a single jurisdiction to a "master" company operating in the same jurisdiction. These two feeder funds are Basis Yield Alpha Fund (US), a US feeder fund for US taxable investors, and Basis Yield Alpha Fund, a non-US feeder for all other investors. On Aug. 29, 2007, Hugh Dickson, Stephen John Akers, and Paul Andrew Billingham filed a chapter 15 petition for Basis Yield (Bankr. S.D.N.Y. Case No. 07-12762). Karen Dine, Esq. at Pillsbury Winthrop Shaw Pittman LLP represents the petitioners. (Basis Yield Bankruptcy News, Issue No. 10; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/or 215/945-7000) BASIS YIELD: NY Court to Consider Liquidation Case on January 15 ---------------------------------------------------------------- Judge Robert Gerber of the U.S. Bankruptcy Court for the Southern District of New York will consider on Jan. 15, 2008, the request of Hugh Dickson, Stephen John Akers, and Paul Andrew Billingham, joint official liquidators of Basis Yield Alpha Fund (Master), for recognition of the Cayman Islands liquidation proceeding of Basis Yield Alpha Fund (Master) as a "foreign main" proceeding under Chapter 15 of the U.S. Bankruptcy Code. Judge Gerber has previously set Jan. 8 as the deadline to file objections to the Joint Official Liquidators' request for summary judgement of their Chapter 15 petition. No objections to the summary judgement request, however, were filed on the U.S. Court dockets as of Jan. 9. Basis Yield's Chapter 15 petition said it is estimated to have more than US$100,000,000 in total assets and total liabilities, and less than 49 creditors. The Liquidators noted that more than US$50,000,000 of Basis Yield's assets, held by various financial institutions, are located within the United States. About Basis Yield Basis Yield Alpha Fund (Master) is a Cayman Islands mutual fund. It operates as a master-feeder structure that allows investors' funds to be channeled through two companies operating in a single jurisdiction to a "master" company operating in the same jurisdiction. These two feeder funds are Basis Yield Alpha Fund (US), a US feeder fund for US taxable investors, and Basis Yield Alpha Fund, a non-US feeder for all other investors. On Aug. 29, 2007, Hugh Dickson, Stephen John Akers, and Paul Andrew Billingham filed a chapter 15 petition for Basis Yield (Bankr. S.D.N.Y. Case No. 07-12762). Karen Dine, Esq. at Pillsbury Winthrop Shaw Pittman LLP represents the petitioners. (Basis Yield Bankruptcy News, Issue No. 10; Bankruptcy Creditors' Service Inc. http://bankrupt.com/newsstand/or 215/945-7000) COGENERATION FINANCE: Final Shareholders Meeting Is on Jan. 16 -------------------------------------------------------------- Cogeneration Finance (Cayman Islands) Limited will hold its final shareholders meeting on Jan. 16, 2008, at: Maples Finance Limited Boundary Hall, Cricket Square George Town, Grand Cayman Cayman Islands These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) giving explanation thereof. Cogeneration Finance's shareholders agreed on Nov. 1, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. KNE CAYMAN: Holding Final Shareholders Meeting on Jan. 18 --------------------------------------------------------- KNE Cayman Ltd. will hold its final shareholders meeting on Jan. 18, 2008, at: Maples Finance Limited Boundary Hall, Cricket Square George Town, Grand Cayman Cayman Islands These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) giving explanation thereof. KNE Cayman's shareholders agreed on Nov. 16, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: Daniel Rewalt Giles Le Sueur Maples Finance Limited P.O. Box 1093, George Town Grand Cayman, Cayman Islands LIFE HOLDING: Sets Final Shareholders Meeting for Jan. 18 --------------------------------------------------------- Life Holding Company will hold its final shareholders meeting on Jan. 18, 2008, at: Maples Finance Limited Boundary Hall, Cricket Square George Town, Grand Cayman Cayman Islands These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) giving explanation thereof. Life Holding's shareholders agreed on Nov. 29, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Daniel Rewalt Maples Finance Limited P.O. Box 1093, George Town Grand Cayman, Cayman Islands MET HOLDINGS: Final Shareholders Meeting Is on Jan. 18 ------------------------------------------------------ Met Holdings, Inc, will hold its final shareholders meeting on Jan. 18, 2008, at: Maples Finance Limited Boundary Hall, Cricket Square George Town, Grand Cayman Cayman Islands These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) giving explanation thereof. Met Holdings' shareholders agreed on Nov. 16, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: Daniel Rewalt Giles Le Sueur Maples Finance Limited P.O. Box 1093, George Town Grand Cayman, Cayman Islands MPJ FUNDING: Sets Final Shareholders Meeting for Jan. 16 -------------------------------------------------------- MPJ Funding Corporation will hold its final shareholders meeting on Jan. 16, 2008, at: Maples Finance Limited Boundary Hall, Cricket Square George Town, Grand Cayman Cayman Islands These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) giving explanation thereof. MPJ Funding's shareholders agreed on Nov. 16, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. NEW ERA: Sets Final Shareholders Meeting for Jan. 17 ---------------------------------------------------- New Era Shipping Limited will hold its final shareholders meeting on Jan. 17, 2008, at: Maples Finance Limited Boundary Hall, Cricket Square George Town, Grand Cayman Cayman Islands These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) giving explanation thereof. New Era's shareholders agreed on Nov. 27, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. REACH EQUITY: Final Shareholders Meeting Is on Jan. 18 ------------------------------------------------------ Reach Equity Limited will hold its final shareholders meeting on Jan. 18, 2008, at 10:00 a.m. at the office of the company. These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) authorizing the liquidator to retain the records of the company for a minimum of six years from the dissolution of the company, after which they may be destroyed. Reach Equity's shareholders agreed on Nov. 14, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Westport Services Ltd. Attention: Bonnie Willkom P.O. Box 1111, Grand Cayman KY1-1102 Cayman Islands Telephone: (345)-949-5122 Fax: (345)-949-7920 RUSSIAN CENTURY: Proofs of Claim Filing Deadline Is Jan. 18 ----------------------------------------------------------- The Russian Century Fund, Ltd.'s creditors are given until Jan. 18, 2008, to prove their claims to David A.K. Walker and Lawrence Edwards, the company's liquidators, or be excluded from receiving any distribution or payment. In their proofs of claim, creditors must indicate their full names, addresses, the full particulars of their debts or claims, and the names and addresses of their lawyers, if any. The Russian Century's shareholder decided on Dec. 7, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: David A.K. Walker Lawrence Edwards Attention: Jodi Jones PwC Corporate Finance & Recovery (Cayman) Limited P.O. Box 258, Grand Cayman KY1-1104 Cayman Islands Telephone: (345) 914 8694 Fax: (345) 945 4237 SAL 94: Proofs of Claim Filing Is Until Jan. 18 ----------------------------------------------- SAL 94 Limited's creditors are given until Jan. 18, 2008, to prove their claims to Trident Liquidators (Cayman) Ltd., the company's liquidator, or be excluded from receiving any distribution or payment. In their proofs of claim, creditors must indicate their full names, addresses, the full particulars of their debts or claims, and the names and addresses of their lawyers, if any. SAL 94's shareholder decided on Dec. 13, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Trident Liquidators (Cayman) Ltd. Attention: Philip Sutcliffe P.O. Box 847, Grand Cayman Cayman Islands Telephone: (345) 949 0880 Fax: (345) 949 0881 TWIN PEAKS: Will Hold Final Shareholders Meeting on Jan. 17 ----------------------------------------------------------- Twin Peaks Funding Limited will hold its final shareholders meeting on Jan. 17, 2008, at: Maples Finance Limited Boundary Hall, Cricket Square George Town, Grand Cayman Cayman Islands These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) giving explanation thereof. Twin Peaks' shareholders agreed on Nov. 1, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. V SQUARED: Sets Final Shareholders Meeting for Jan. 21 ------------------------------------------------------ V Squared Offshore Fund Ltd. will hold its final shareholders meeting on Jan. 21, 2008, at 10:30 a.m. at: 955 Massachusetts Avenue Suite 306, Cambridge Massachusetts 02319, USA These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) determining the manner in which the books, accounts and documentation of the company, and of the liquidator should be disposed of. V Squared's shareholders agreed on Nov. 30, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Vladimir Velkov V Squared Master Fund Ltd. 955 Massachusetts Avenue, Suite 306 Cambridge, MA 02139, USA Tel: 617-715-9907, 617-576-7700 Fax: 617-576-7701 V SQUARED MASTER: Will Final Shareholders Meeting on Jan. 21 ------------------------------------------------------------ V Squared Master Fund Ltd. will hold its final shareholders meeting on Jan. 21, 2008, at 10:00 a.m. at: 955 Massachusetts Avenue Suite 306, Cambridge Massachusetts 02319, USA These agenda will be taken during the meeting: 1) accounting of the winding-up process; and 2) determining the manner in which the books, accounts and documentation of the company, and of the liquidator should be disposed of. V Squared's shareholders agreed on Nov. 30, 2007, o place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Vladimir Velkov V Squared Master Fund Ltd. 955 Massachusetts Avenue, Suite 306 Cambridge, MA 02139, USA Tel: 617-715-9907, 617-576-7700 Fax: 617-576-7701 ========= C H I L E ========= ROCK-TENN: Buying Southern Container for US$851 Million ------------------------------------------------------- Rock-Tenn Company has agreed to acquire the stock of Southern Container Corp., a privately held containerboard manufacturing and corrugated packaging business, for US$851 million in cash. Rock-Tenn expects that Southern Container will have approximately US$142 million in debt outstanding immediately after the acquisition. Southern Container operates the 720,000 ton per year Solvay mill, located near Syracuse, NY, one of the lowest cost recycled containerboard mills in North America, as well as eight integrated corrugated box plants, two sheet plants, and four high impact graphics facilities. Consolidated net sales of the acquired business for the 52-week period ended Sept. 8, 2007 were US$538 million. All corporate approvals of the transaction have been received. The closing is subject to Hart-Scott-Rodino review and other customary closing conditions. Rock-Tenn plans to finance the acquisition with proceeds from US$1.4 billion in new credit facilities and the sale of unsecured senior notes. The US$1.4 billion will provide the Company with funding to complete the acquisition, refinance the Company's existing credit facilities, and provide in excess of US$200 million of undrawn capacity. Wachovia Bank, N.A., Bank of America and SunTrust Bank and certain affiliates of each have committed to provide US$1.4 billion in a combination of new credit facilities and bridge financing to support this transaction. The new credit facilities will be secured with certain assets of Rock-Tenn and Southern Container. Additionally, Rock-Tenn's existing senior notes will share the collateral under the terms of the indenture dated July 31, 1995. Wachovia Capital Markets, LLC acted as financial advisor to Rock-Tenn on the transaction. Rock-Tenn expects to close the acquisition in late March 2008. Rock-Tenn's Chairman and Chief Executive Officer, James Rubright said, "We believe Southern Container represents a unique opportunity for Rock-Tenn to expand our corrugated and merchandising display businesses. Our strategy has been to expand and improve our businesses by acquiring very low cost, well-invested assets. Southern Container fits this strategy perfectly. It has consistently earned industry leading EBITDA margins with its low cost Solvay mill, modern box plant system and preprint graphics capability." The purchase price including debt of Southern Container represents a multiple of approximately 6.9 times Southern Container's Pro Forma EBITDA for the 52 week period ended Sept. 8, 2007. Rock-Tenn and Southern Container expect to make an IRC Section 338(h) (10) election that will increase Rock- Tenn's tax basis in the acquired assets and result in a net present value benefit of approximately US$150 million, net of gross-up tax payments to be made to Southern Container's shareholders as a result of the election. Including the net present value of the benefit of the tax basis step-up, the purchase price represents approximately 5.8 times Southern Container's Pro Forma EBITDA for the 52-week period ended Sept. 8, 2007. Headquartered in Norcross, Georgia, Rock-Tenn Company (NYSE: RKT) -- http://www.rocktenn.com/-- provides a wide range of marketing and packaging solutions to consumer products companies, with operating locations in the United States, Canada, Mexico, Argentina and Chile. The company is one of North America's manufacturers of packaging products, merchandising displays and bleached and recycled paperboard. * * * As reported in the Troubled Company Reporter-Latin America on Aug. 3, 2007, Standard & Poor's Ratings Services raised its ratings on Rock-Tenn Co., including raising its corporate credit rating to 'BB+' from 'BB'. S&P removed all ratings from CreditWatch, where they were placed with positive implications on June 15, 2007. S&P said the outlook is stable. * COLOMBIA: Gets US$350-Mln Loan for Housing Development Project ---------------------------------------------------------------- The Inter-American Development Bank has approved a US$350 million loan to str