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/raid1/www/Hosts/bankrupt/TCRLA_Public/110412.mbx T R O U B L E D C O M P A N Y R E P O R T E R L A T I N A M E R I C A Tuesday, April 12, 2011, Vol. 12, No. 72 Headlines A R G E N T I N A BANCO DE GALICIA: S&P Assigns 'B' Counterparty Credit Rating CERAMICA CREGAR: Creditors' Proofs of Debt Due June 17 NUREMBERG SRL: Creditors' Proofs of Debt Due June 23 TELBA DATA: Creditors' Proofs of Debt Due May 18 URSA INGENIERIA: Creditors' Proofs of Debt Due May 11 B A H A M A S AMR CORP: Reports March Traffic; Load Factor at 80.2% B E R M U D A BIOSIGMA BERMUDA: Creditors' Proofs of Debt Due April 22 BIOSIGMA BERMUDA: Members' Final Meeting Set for May 11 GLOBAL SWAP: Creditors' Proofs of Debt Due April 22 GLOBAL SWAP: Members' Final Meeting Set for May 12 SMITH/HODGSON LIMITED: Creditors' Proofs of Debt Due April 25 SMITH/HODGSON LIMITED: Members' Final Meeting Set for May 31 B R A Z I L AMERICAN APPAREL: Annual Meeting Tentatively Set for June 21 BRF BRASIL: S&P Affirms 'BB+' Corporate Credit Rating HYPERMARCAS: Fitch Puts BB Issuer Default Ratings; Outlook Stable HYPERMARCAS: Moody's Puts Ba2 Rating to US$500MM Sr. Unsec. Notes HYPERMARCAS SA: S&P Assigns 'BB-' Corporate Credit Rating D O M I N I C A N R E P U B L I C TRAILER BRIDGE: Files Form S-8; Registers 800,000 Common Shares M E X I C O BANCO AUTOFIN: Moody's Downgrades Deposit Ratings to 'B3' GREENBRIER COS: Closes $230MM of 3.5% Conv. Sr. Notes Offering SATELITES MEXICANOS: Professionals Hiring Part of 1st Day Motions TEPIC MUNICIPALITY: Moody's Downgrades Issuer Ratings to B1 WOLVERINE TUBE: Settles PBGC Claims as Part of Reorg. Plan P U E R T O R I C O HORIZON LINES: To Settle Puerto Rico Trade Lawsuit for $1.76-Mil. V E N E Z U E L A DBSI INC: Reaches Final Resolution of Dispute with GigOptix X X X X X X X X * Large Companies With Insolvent Balance Sheets - - - - - ================= A R G E N T I N A ================= BANCO DE GALICIA: S&P Assigns 'B' Counterparty Credit Rating ------------------------------------------------------------ Standard & Poor's Ratings Services said it assigned its 'B' counterparty credit and senior unsecured notes ratings, with a stable outlook, to Argentina-based Banco de Galicia y Buenos Aires S.A. (Banco Galicia). Banco Galicia plans to issue seven-year fixed-rate senior unsecured notes for up to $300 million. "The ratings on Banco Galicia mainly reflect the relatively high economic and political risks in Argentina," said Standard & Poor's credit analyst Sebastian Liutvinas. "They also incorporate the bank's weak capitalization and operating efficiency." Its strong franchise and good competitive position in the Argentine financial system partially offset these risks. Banco Galicia's relatively low nonperforming loans (NPLs) and low-cost funding profile also support the ratings. Founded in 1905, Banco Galicia is the third-largest bank in total loans and fifth in total deposits in Argentina, with an 8.1% market share in each as of Dec. 31, 2010. The bank provides a wide range of universal banking products and services for individuals, small and midsize enterprises, and large corporations in Argentina. The stable outlook on Banco Galicia reflects that on the Republic of Argentina (unsolicited ratings: B/Stable/B). CERAMICA CREGAR: Creditors' Proofs of Debt Due June 17 ------------------------------------------------------ Estudio Abigador, Collia y Vighenzoni, the court-appointed trustee for Ceramica Cregar SA's reorganization proceedings, will be verifying creditors' proofs of claim until June 17, 2011. The trustee will present the validated claims in court as individual reports. The National Commercial Court of First Instance No. 5 in Buenos Aires, with the assistance of Clerk No. 9, will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by the company and its creditors. Creditors will vote to ratify the completed settlement plan during the assembly on April 25, 2012. The Trustee can be reached at: Estudio Abigador Collia y Vighenzoni Uruguay 856 NUREMBERG SRL: Creditors' Proofs of Debt Due June 23 ---------------------------------------------------- Graciela Lema de Muino, the court-appointed trustee for Nuremberg SRL's bankruptcy proceedings, will be verifying creditors' proofs of claim until June 23, 2011. Ms. de Muino will present the validated claims in court as individual reports. The National Commercial Court of First Instance No. 12 in Buenos Aires, with the assistance of Clerk No. 24, will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by the company and its creditors. The Trustee can be reached at: Graciela Lema de Muino Basualdo 1064 Argentina TELBA DATA: Creditors' Proofs of Debt Due May 18 ------------------------------------------------ Adriana E. Torrado, the court-appointed trustee for Telba Data SA's bankruptcy proceedings, will be verifying creditors' proofs of claim until May 18, 2011. Ms. Torrado will present the validated claims in court as individual reports. The National Commercial Court of First Instance No. 23 in Buenos Aires, with the assistance of Clerk No. 45, will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by the company and its creditors. The Trustee can be reached at: Adriana E. Torrado Tucuman 1553 Argentina URSA INGENIERIA: Creditors' Proofs of Debt Due May 11 ----------------------------------------------------- Silvia Beatriz Giambone, the court-appointed trustee for URSA Ingenieria y Construcciones SA's reorganization proceedings, will be verifying creditors' proofs of claim until May 11, 2011. Ms. Giambone will present the validated claims in court as individual reports. The National Commercial Court of First Instance No. 14 in Buenos Aires, with the assistance of Clerk No. 27, will determine if the verified claims are admissible, taking into account the trustee's opinion, and the objections and challenges that will be raised by the company and its creditors. The Trustee can be reached at: Silvia Beatriz Giambone Av. Pte. Roque Saenz Pena 651 Argentina ============= B A H A M A S ============= AMR CORP: Reports March Traffic; Load Factor at 80.2% ----------------------------------------------------- American Airlines reported that March traffic increased 0.8% versus the same period last year. Capacity increased 2.6% year over year, resulting in a load factor of 80.2% compared to 81.7% in the same period last year. International traffic increased by 5.2% relative to last year on a capacity increase of 7.1%. Domestic traffic decreased 1.7% year over year on 0.1% less capacity. American boarded 7.4 million passengers in March. A full-text copy of the press release announcing the Traffic Results is available for free at http://is.gd/2yQwyh About AMR Corporation Headquartered in Forth Worth, Texas, AMR Corporation (NYSE: AMR) operates with its principal subsidiary, American Airlines Inc. -- http://www.aa.com/-- a worldwide scheduled passenger airline. As of Dec. 31, 2009, American provided scheduled jet service to approximately 160 destinations throughout North America, the Caribbean, Latin America, Europe and Asia. Its wholly owned subsidiary, AMR Eagle Holding Corp., owns two regional airlines, American Eagle Airlines Inc. and Executive Airlines Inc., and does business as "American Eagle." American Beacon Advisors Inc., a wholly owned subsidiary of AMR, is responsible for the investment and oversight of assets of AMR's U.S. employee benefit plans, as well as AMR's short-term investments. The Company's balance sheet at Dec. 31, 2010, showed $25.09 billion in total assets, $29.03 billion in total liabilities and a $3.94 billion stockholders' deficit. AMR recorded a net loss of $471 million in the year 2010, a net loss of $1.5 billion in 2009, and a net loss of $2.1 billion in 2008. * * * AMR carries a 'CCC' issuer default rating from Fitch Ratings, 'Caa1' corporate family and probability of default ratings from Moody's, and a 'B-' corporate credit rating from Standard & Poor's. In November 2010, Standard & Poor's Ratings Services revised its outlook on AMR Corp. and its major operating subsidiary, American Airlines Inc., to stable from negative, based on AMR's improved operating performance, which has bolstered credit quality. S&P also affirmed its 'B-' corporate credit rating and most issue ratings on the two companies and lowered selected ratings on American's enhanced equipment trust certificates. ============= B E R M U D A ============= BIOSIGMA BERMUDA: Creditors' Proofs of Debt Due April 22 -------------------------------------------------------- The creditors of BioSigma Bermuda Limited are required to file their proofs of debt by April 22, 2011, to be included in the company's dividend distribution. The company commenced wind-up proceedings on April 6, 2011. The company's liquidator is: Robin J. Mayor Clarendon House, 2 Church Street Hamilton HM 11 Bermuda BIOSIGMA BERMUDA: Members' Final Meeting Set for May 11 ------------------------------------------------------- The members of BioSigma Bermuda Limited will hold their final general meeting on May 11, 2011, at 9:30 a.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company commenced wind-up proceedings on April 6, 2011. The company's liquidator is: Robin J. Mayor Clarendon House, 2 Church Street Hamilton HM 11 Bermuda GLOBAL SWAP: Creditors' Proofs of Debt Due April 22 --------------------------------------------------- The creditors of The Global Swap Fund Limited are required to file their proofs of debt by April 22, 2011, to be included in the company's dividend distribution. The company commenced wind-up proceedings on April 5, 2011. The company's liquidator is: Robin J. Mayor Clarendon House, 2 Church Street Hamilton HM 11 Bermuda GLOBAL SWAP: Members' Final Meeting Set for May 12 -------------------------------------------------- The members of The Global Swap Fund Limited will hold their final general meeting on May 12, 2011, at 9:30 a.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company commenced wind-up proceedings on April 5, 2011. The company's liquidator is: Robin J. Mayor Clarendon House, 2 Church Street Hamilton HM 11 Bermuda SMITH/HODGSON LIMITED: Creditors' Proofs of Debt Due April 25 ------------------------------------------------------------- The creditors of Smith/Hodgson Limited are required to file their proofs of debt by April 25, 2011, to be included in the company's dividend distribution. The company commenced wind-up proceedings on March 30, 2011. The company's liquidator is: Angela Tull-Simmons c/o The Property Law Group Ltd. Commerce Building, Suite 202 54 Reid Street, Hamilton HM12 Bermuda SMITH/HODGSON LIMITED: Members' Final Meeting Set for May 31 ------------------------------------------------------------ The members of Smith/Hodgson Limited will hold their final general meeting on May 31, 2011, at 10:30 a.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company commenced wind-up proceedings on March 30, 2011. The company's liquidator is: Angela Tull-Simmons c/o The Property Law Group Ltd. Commerce Building, Suite 202 54 Reid Street, Hamilton HM12 Bermuda =========== B R A Z I L =========== AMERICAN APPAREL: Annual Meeting Tentatively Set for June 21 ------------------------------------------------------------ The 2011 Annual Meeting of Stockholders of American Apparel, Inc., has been tentatively scheduled for June 21, 2011. Because the tentative date of the 2011 Annual Meeting is more than 30 days before the anniversary date of the 2011 Annual Meeting of Stockholders, in accordance with Rule 14a-5(f) under the Securities Exchange Act of 1934, as amended, the Company is informing stockholders of such change. For a stockholder proposal to be considered for inclusion in the Company's proxy statement for the 2011 Annual Meeting in accordance with Rule 14a-8 under the Exchange Act, the proposal must be received by the Company's Secretary no later than April 18, 2011. Any such proposal also must comply with Rule 14a-8 under the Exchange Act. For a stockholder proposal that is not intended to be included in the Company's proxy statement for the 2011 Annual Meeting under Rule 14a-8 under the Exchange Act, written notice of the proposal, which notice must include the information required by the Company's bylaws, must be received by the Company's Secretary not less than 60 days prior to the 2011 Annual Meeting (April 22, 2011), in accordance with the advance notice provisions of the Company's bylaws. The address of the Company's Corporate Secretary is: American Apparel, Inc., Attn: Glenn A. Weinman, Secretary, 747 Warehouse Street, Los Angeles, California 90021. About American Apparel Los Angeles, Calif.-based American Apparel, Inc. (NYSE Amex: APP) -- http://www.americanapparel.com/-- is a vertically integrated manufacturer, distributor, and retailer of branded fashion basic apparel. As of Sept. 30, 2010, American Apparel employed over 10,000 people and operated 278 retail stores in 20 countries, including the United States, Canada, Mexico, Brazil, United Kingdom, Ireland, Austria, Belgium, France, Germany, Italy, the Netherlands, Spain, Sweden, Switzerland, Israel, Australia, Japan, South Korea and China. Bankruptcy Warning American Apparel, Inc., if unable to improve its operating performance and financial position, obtain alternative sources of capital or otherwise meet its liquidity needs, may need to voluntarily seek protection under Chapter 11 of the U.S. Bankruptcy Code, the retailer said in its annual report on Form 10-K filed with the U.S. Securities and Exchange Commission. American Apparel reported a net loss of $86.31 million on $532.99 million of net sales for the year ended Dec. 31, 2010, compared with net income of $1.11 million on $558.77 million of net sales during the prior year. The Company's balance sheet at Dec. 31, 2010 showed $327.95 million in total assets, $252.93 million in total liabilities and $75.02 million in total stockholders' equity. Marcum LLP, in New York, in its audit report on American Apparel's financial statements for the year ended Dec. 31, 2010, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred a substantial loss from operations and had negative cash flow from operations for the year ended Dec. 31, 2010. As a result of noncompliance with certain loan covenants, debt with carrying value of approximately $138.0 million at Dec. 31, 2010, could be declared immediately due and payable. Notwithstanding the foregoing, the Company has minimal availability for additional borrowings from its existing credit facilities, which could result in the Company not having sufficient liquidity or minimum cash levels to operate its business. BRF BRASIL: S&P Affirms 'BB+' Corporate Credit Rating ----------------------------------------------------- Standard & Poor's Ratings Services said it revised its outlook on Brazil-based food company BRF Brasil Foods S.A. to positive from stable. "We also affirmed our 'BB+' ratings on the company, including its corporate credit rating," S&P related. "The positive outlook indicates that we could raise our ratings on BRF if the company demonstrates consistency in operating performance and maintains its moderate financial policies, including the preservation of an adequate liquidity, even under raw material cost pressures and higher investments," said Standard & Poor's credit analyst Flavia Bedran. "We believe the company's strong branded portfolio of processed food in the domestic market and increasing value added services in export markets will help it to successfully increase prices ahead of cost increases, sustaining double-digits margins onward," S&P stated. "We don't incorporate into our ratings all the potential synergies once the Brazilian antitrust authorities approve the merger of BRF and Sadia S.A. Once integrated, the group could benefit from operating and commercial synergies and take advantage of a more robust branded portfolio, which could strengthen its business profile that we currently assess as fair," S&P noted. "Our ratings on BRF reflect the risks associated with global raw material price swings (mainly soybean and corn); its difficulties to increase aggregated value in exports, which is, in part, still associated with commoditized products; its challenges to develop a well-built distribution network abroad; and the inherent risks of animal protein business, such as disease outbreaks and international trade barriers. Partly mitigating the negative factors are the company's strong branded portfolio, mainly in the domestic market and a key factor allowing it to pass on cost increases to clients; its leading market positions in most segments it operates; the efficient management of raw material needs; and the maintenance of adequate liquidity and moderate financial policies," S&P said. S&P continued, "The positive outlook reflects our expectation that BRF will maintain its financial discipline, even if merger and acquisition transactions occur, and will continue to be able to pass on raw material price pressures to end customers, delivering consistent profitability of double-digit margins. We expect BRF to sustain total adjusted debt to EBITDA of less than 3x, FFO to total debt close to 30%, and adequate liquidity. An upgrade would occur with the confirmation of the company's more robust business profile, reflecting more stable cash flow generation and debt-to- EBITDA ratios of consistently less than 2.5x, even with a more aggressive investment strategy. A negative rating revision, currently unlikely, could occur if operating margins deteriorate or if the company assumes a more aggressive financial strategy, including sizable acquisitions, deteriorating liquidity and weakening cash flow metrics." HYPERMARCAS: Fitch Puts BB Issuer Default Ratings; Outlook Stable ----------------------------------------------------------------- Fitch Ratings has assigned foreign and local currency Issuer Default Ratings (IDRs) of 'BB' to Hypermarcas S.A. (Hypermarcas). In addition, Fitch has assigned a 'BB' rating to its proposed notes issuance of approximately US$500 million due 2021, which proceeds will be used to refinance indebtedness. Fitch rates Hypermarcas' national scale rating 'A+(bra)'. The Rating Outlook for the corporate ratings is Stable. Hypermarcas' ratings reflect its leading position in the competitive Brazilian consumer products sector, the strength and diversification of its brands and strong, yet somewhat volatile, cash flows. The ratings also incorporate the company's aggressive expansion via acquisitions that have been financed with a mix of debt and equity, and constrain the company's credit profile. Leverage is moderately high but is expected to gradually decline as recent acquisition provide incremental positive cash flow and as the company integrates these acquisitions into its portfolio. The company has a long, successful track record of marketing of its brands, which should benefit from an expected positive economic environment. Fitch expects that the company will carefully manage its growth strategy going forward in 2011 in order to avoid further pressure on its capital structure and, consequently, on its ratings. The company is expected to be more selective in seeking for new acquisitions in the short term in order to capture synergies and further improve its cash flow generation; new debt- financed acquisitions or by significant cash disbursements may pressure credit quality. Strong Business Position, Diversified Product Portfolio: Hypermarcas has one of the largest and most diversified consumer products brand portfolios in Brazil, with operations in the pharmaceutical, beauty and personal care, food and home care segments. This balanced portfolio limits the company's exposure to the performance of a single product line, which allows greater predictability of its cash flows. Hypermarcas' business strategy is to capture synergies through the integration of recently acquired operations into a single cost platform in terms of packing, distribution and advertising and marketing, which represent the major cost components. The brand repositioning and new launchings are showing results with strong sales growth in the same brand sale concept. Currently, the Pharma and Beauty and Personal Care segment account for 88.4% of revenues, with a 46% and 42.4% participation, respectively. Aggressive Growth Strategy Supports Significant EBITDA Expansion: The significant expansion of Hypermarcas operations and portfolio in recent years reflects its aggressive expansion profile via acquisitions. Since its creation in 2001, Hypermarcas carried out 36 acquisitions, which totaled around BRL7 billion. The largest period of expansion occurred since 2007, with the acquisition of 24 companies, which totaled BRL6.8 billion. In terms of organic growth, the company has also showed efficiency in increasing sales of its product portfolio, mainly driven by product innovations and strong marketing programs. In 2010, sales under the same brands concept increased by 17%. Hypermarcas successfully grew its EBITDA to BRL734 million in 2010 from BRL60.3 million in 2006 through strategic acquisitions; pro forma EBITDA in 2010 is around BRL920 million after incorporating 12 month results for recent acquisitions. The company gained economies of scale, including lower administrative expenses, operating synergies, higher bargaining power with suppliers, which improved profitability; Hypermarcas' EBITDA margin increased from 13% in 2006 to 23% in 2010. These margins positively compare with consumer products companies in Brazil as well as with global players. In 2010, Hypermarcas recorded negative free cash flow of BRL22 million as a result of higher capex for expansion (BRL89.8 million). In 2009 and 2008, the company generated BRL163 million and BRL73 million of free cash flow, respectively, consistent with other consumer staple companies, whose characteristic is to generate free cash flows given the relatively low investment requirements in maintenance. De-leverage Process is Key to Sustain Ratings: Hypermarcas has moderate high leverage due to the acquisitions. As of Dec. 31, 2010, the company's total leverage (total debt/EBITDA) ratio was 5.7 times (x) compared to an average of 4.3x between 2006 and 2009. On a net basis, leverage (net debt/EBITDA) ratio was 2.4x compared to an average of 3.8x between 2006 and 2009. On pro forma basis, considering the acquisitions that already occurred in 2011, Hypermarcas net leverage ratio would be around 3.0x. Fitch expects that the company will maintain net leverage around 2.5x over the medium term and will continue to maintain a minimum cash position compatible with its debt maturities within the next 12 months. A more favorable debt profile is also expected as result of the 10-year US$500 million bond issuance. Strong Liquidity Position: Hypermarcas' liquidity remains robust, with BRL2.4 billion in cash and marketable securities at Dec. 31, 2010. At Dec. 31, 2010, Hypermarcas' total debt was BRL4.2 billion, comprised mainly by debentures (BRL2.1 billion or 50% of total debt) issued in the Brazilian capital markets, seller financing (BRL1.2 billion or 29% of debt), and the remainder consisting of working capital and commercial paper (21%). Key Rating Drivers: Rating downgrades would likely be driven by large debt financed acquisitions, which removed company's capital structure from historic levels and deterioration in its brands' reputation and in its leading market position. The ratings could be favored by a moderated pace of acquisitions, cash generation above expectations, both which could result in a sustainable leverage reduction process and positively impact company's credit quality. HYPERMARCAS: Moody's Puts Ba2 Rating to US$500MM Sr. Unsec. Notes ----------------------------------------------------------------- Moody's Investors Service has assigned Ba2/A1.br global and national scale corporate family ratings to Hypermarcas and a Ba2 foreign currency rating to its proposed senior unsecured notes offering due 2021 of approximately US$500 million. The outlook for the ratings is stable. This is the first time Moody's has rated Hypermarcas, a leading personal and home consumer products company based in Sao Paulo, Brazil. Hypermarcas' proposed use of proceeds for the new issuance is primarily to repay a portion of existing indebtedness, so lengthening its debt profile and the remainder for working capital and general corporate purposes. The rating of the proposed notes and the stable outlook assumes that the final transaction documents will not be materially different from draft legal documentation reviewed by Moody's to date and assumes that these agreements are legally valid, binding, and enforceable. Rating assigned: Issuer: Hypermarcas S.A. -- Proposed approximately US$500 million senior unsecured guaranteed notes due 2021: Ba2 (foreign currency) The outlook for the ratings is stable. Ratings Rationale Hypermarcas' Ba2 corporate family rating (CFR) is supported by the company's diversified product portfolio of well-known brands in Brazil, especially in the health care, home care and, most recently, in the pharmaceutical industry segments. Hypermarcas enjoys solid leadership position in most of these product categories and its acquisitive growth strategy has positioned it as the second largest player in the Pharmaceutical and Packaged goods (excluding food-based) segment in Brazil. "Hypermarcas's acquisition strategy has been successful in enabling the company to extract operating synergies and maximize its distribution network ," said Moody's Senior Analyst Ricardo Kovacs. "In the near term Hypermarcas will likely focus on the integration of the recently acquired Mantecorp and Mabesa operations to exploit the expected cost synergies and decrease the pace of acquisitions." Moody's expects that Hypermarcas' free cash flow generation, which became modestly negative in fiscal 2010 will turn materially positive in fiscal years 2011 and 2012 as the pace of acquisition slows and related working capital needs diminish. Hypermarcas should be able to generate quarterly operating profit margins in the range of 20% in fiscal 2011. As a result, adjusted debt leverage should decline to 4.2 times in FY2011 from 5.2 times in FY 2010. The rating also incorporates Hypermarcas' strong EBITDA margin and its currently solid liquidity and adequate debt maturity profile, especially with the proposed debt offering. Hypermarcas' product innovation with expected launch of 700 new products in 2011 representing a 75% increase from 2010 -- as well as management's past equity issuances to bolster its capital structure also support its credit profile. The ratings are constrained by Hypermarcas' strategic shift towards pharmaceutical-related products, which may alter the company's risk profile given the different operating and competitive dynamics and the potential for higher legal contingency costs. The rating further reflects Hypermarcas' elevated leverage as well as its high working capital needs and historical limited free cash generation. The stable rating outlook reflects expectations for improved cash flow and lower leverage as the company rolls out new products while integrating its recent acquisitions and realizing cost synergies. Positive pressure on the rating could develop over time if the company is able to generate good and consistent organic growth and profitability performance proves sustainable. This will be the case if retained cash flow to net debt consistently exceeds 25%, if EBIT/Interest is over 3.0 times and if the company is able to sustain operating margins above 10%. Finally, positive rating pressure depends on company financial and liquidity policies that remain conservative. The ratings could be lowered if there is a weakening in the company's margins, resulting in EBITDA consistently below 20%, if working capital performance does not show an improvement or if the company is unable to generate positive free cash flows. The ratings could also come under pressure if liquidity were impaired and the company is unable to cover short term debt maturities with cash balance. The principal methodology used in this rating was Global Packaged Goods Industry published in July 2009. Hypermarcas is a leading manufacturer of health and personal care products in Brazil. Since its 2001 inception the company has grown through a series of acquisitions with current revenues totaling BRL3.2 billion (US$1.9 billion). The company has a product portfolio of more than 190 non-prescription drugs, hygiene, beauty, food and home product brands designed for Brazil's lower-middle and middle class segments. Moody's National Scale Ratings are intended as relative measures of creditworthiness among debt issues and issuers within a country, enabling market participants to better differentiate relative risks. NSRs differ from Moody's global scale ratings in that they are not globally comparable with the full universe of Moody's rated entities, but only with NSRs for other rated debt issues and issuers within the same country. NSRs are designated by a ".nn" country modifier signifying the relevant country, as in ".br" for Brazil. HYPERMARCAS SA: S&P Assigns 'BB-' Corporate Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB-' global scale corporate credit and senior unsecured rating to Brazil-based consumer goods company Hypermarcas S.A. "At the same time, we affirmed our 'brA+' Brazilian national scale rating on the company. Hypermarcas plans to issue senior notes due 2021, using the proceeds to refinance existing debt maturities. The outlooks are stable," S&P stated. "The ratings on Brazil-based Hypermarcas reflect the risks of the company's aggressive growth strategy, both organically and through acquisitions; somewhat high indebtedness in the short term, made manageable with its proposed senior notes; and higher pressure on its cash-flow generation," said Standard & Poor's credit analyst Debora Confortini. "We also take account of the challenges the company faces in integrating acquired businesses within its operating model. This requires significant investments in marketing to reposition and sustain its portfolio of acquired brands. It is also exposed to a competitive and working-capital- intensive industry," according to S&P. These risk factors are partly mitigated by Hypermarcas' adequate liquidity, consisting of comfortable cash reserves; leading position in many segments, especially in over-the- counter pharmaceuticals; satisfactory profitability compared with global peers; and positive track record in integrating recent acquisitions. The ratings also reflect the favorable long-term prospects for Brazil's consumer goods industry based on rising purchasing power and decreasing unemployment. "The stable outlook reflects our expectation that Hypermarcas will continue to benefit from its larger scale, a focus on integration with efficiency initiatives, and a more conservative approach to acquisitions. We believe the company will deleverage, posting adjusted total debt to EBITDA of about 3.5x and FFO to adjusted total debt of 20% in the next two years, while sustaining adequate cash reserves," S&P stated. An upgrade would depend on a consistent improvement in Hypermarcas' financial profile, maintenance of strong liquidity, and a prudent expansion strategy that allows it to reduce leverage to an adjusted total debt to EBITDA of less than 3.0x and an FFO to adjusted total debt of more than 25%. "On the other hand, we could lower the ratings if Hypermarcas fails to integrate new businesses well, or if its aggressive expansion strategy leads to an adjusted total debt to EBITDA of more than 5.0x and an FFO to total debt of less than 10%, consistently," S&P noted. ================================== D O M I N I C A N R E P U B L I C ================================== TRAILER BRIDGE: Files Form S-8; Registers 800,000 Common Shares --------------------------------------------------------------- Trailer Bridge, Inc., registered with the U.S. Securities and Exchange Commission 800,000 shares of common stock to be offered under the Trailer Bridge, Inc. Stock Incentive Plan and Trailer Bridge, Inc. Non-Employee Director Stock Incentive Plan. About Trailer Bridge Jacksonville, Fla.-based Trailer Bridge, Inc., is an integrated trucking and marine freight carrier that provides freight transportation between the continental U.S., Puerto Rico and the Dominican Republic. BDO USA, LLP, in Miami, Fla., expressed substantial doubt about Trailer Bridge's ability to continue as a going concern. The independent auditors noted that the Company has a significant working capital deficit resulting from the current maturities of long term debt. The Company reported a net loss of $2.3 million on $118.2 million of revenues for 2010, compared with net income of $2.6 million on $114.3 million of revenues for 2009. At Dec. 31, 2010, the Company's balance sheet showed $116.4 million in total assets, $116.7 million in total liabilities, and a stockholders' deficit of $316,395. =========== M E X I C O =========== BANCO AUTOFIN: Moody's Downgrades Deposit Ratings to 'B3' --------------------------------------------------------- Moody's Investors Service downgraded Banco Autofin Mexico, S.A. (Banco Autofin)'s long term local and foreign currency deposit ratings to B3, from B1. The bank financial strength rating was affirmed at E+. At the same time, Moody's de MExico downgraded Banco Autofin's long term Mexican National Scale deposit rating to Ba2.mx, from Baa2.mx; and its short term National Scale deposit rating to MX-4, from MX-3. All ratings have a stable outlook. These rating actions were taken: -- Bank financial strength rating of E+, affirmed -- Long term local currency deposit rating to B3, from B1 -- Long term foreign currency deposit rating to B3, from B1 -- Long term Mexican national scale debt rating to Ba2.mx, from Baa2.mx -- Short term Mexican national scale debt rating to MX-4, from MX-3 Ratings Rationale Moody's downgrade of Banco Autofin's ratings reflects (i) continued challenges the bank faces in its core business of car financing, which pressure margins (ii) still untested changes in strategic direction, as it moves into agribusiness financing, and (iii) continued dependence from related party relationships. As a result, the bank's E+ BFSR now maps to a baseline credit assessment of B3, from B2 previously. Moody's noted that Autofin's car finance operation continues to face strong competition from much larger finance institutions, with resulting margin compression and modest business volume origination. Autofin has sought to increase its fleet dealer financing in response to lower growth on individual car lending and on its taxi financing program within the Federal District. Loans acquired from its sister-company, Autofinanciamiento de MExico, S.A., have also declined. These challenges are compounded by the bank's still significant reliance on more expensive wholesale funding and by high expense base, relative to that of its peers, which have contributed to continued operating losses. Management's decision to expand the bank's focus into agribusiness commodity repos exposes Banco Autofin to transition and implementation risks, because this line of business requires a very different know-how than its core car financing business. Since mid-2010, Banco Autofin's new commodities repos have increased to reach MXN333 million, representing 15% of total assets as of year-end 2010. One critical challenge to the ratings is Banco Autofin's large loan exposures to related parties, especially those within an unrelated industry, and to large single borrowers. In Moody's view, related party exposures create conflicts of interest that are difficult for the board or management to handle, and thus, increase the bank's credit risk. Moreover, large loans could experience fast deterioration and results in higher earnings volatility. The downgrade of the bank's deposit ratings reflects the view that parental support is difficult to assess given the limited publicly available information on its controlling group, Grupo Autofin. The deposit rating therefore, reflects Banco Autofin's standalone B3 baseline credit assessment and does not benefit of any uplift of parental support. Though Moody's expects marginal improvements in Banco Autofin's earnings, the nature of these earnings bear more risk and potential volatility than the original retail-centered strategy. This is because its funding has a high proportion of expensive deposits while part of its earnings are sourced from agricultural commodity financing. The bank's adjusted Tier 1 ratio continues to be adequately high to absorb Moody's stresses on Banco Autofin's portfolio of loans and securities within anticipated and stressed losses, especially when incorporating higher expected losses related to the bank's large exposure to related party loans. As of year-end 2010, the unadjusted tier one ratio of the bank stood at 18.03%, maintained by continued support from shareholders through capitalizations in 2007, 2009, and 2010. Banco Autofin is headquartered in Mexico City, Mexico. As of year-end 2010, the bank reported MXN2.219 billion in assets, MXN1.726 billion in loans, and MXN540 million in equity. GREENBRIER COS: Closes $230MM of 3.5% Conv. Sr. Notes Offering -------------------------------------------------------------- The Greenbrier Companies, Inc., announced the closing of its previously announced offering of $230 million aggregate principal amount of 3.5% Convertible Senior Notes due 2018 which includes $15 million aggregate principal amount of the Notes issued to the initial purchasers in connection with the exercise of their over- allotment option. The Notes were offered only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The Notes are senior unsecured obligations and rank equally in right of payment with the Company's other unsecured debt. Greenbrier intends to use the net proceeds from the offering, together with additional cash on hand, to (i) purchase any and all of Greenbrier's outstanding $235 million aggregate principal amount of its 8 3/8% senior notes due 2015 that are tendered pursuant to a cash tender offer and consent solicitation which Greenbrier announced on March 30, 2011, (ii) pay the consent and other fees in connection with such cash tender offer and consent solicitation and (iii) redeem or otherwise retire any and all 2015 Notes that remain outstanding following consummation or termination of the cash tender offer. The Notes and the shares of Greenbrier common stock issuable upon conversion of the Notes will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Company has increased the size of its previously announced offering of $200 million aggregate principal amount of Convertible Senior Notes due 2018 to $215 million. Greenbrier has also granted the initial purchasers a 30-day over-allotment option to purchase up to an additional $15 million aggregate principal amount of Notes on the same terms and conditions. The Notes will bear interest at an annual rate of 3.5% payable semiannually in arrears in cash on April 1 and October 1 of each year, beginning on Oct. 1, 2011. The Notes will be convertible into shares of Greenbrier's common stock, based on an initial conversion rate of 26.2838 shares of Greenbrier's common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $38.05 per share of common stock. This represents a premium of 37.5% above the last reported sale price of Greenbrier's common stock on the New York Stock Exchange on Wednesday, March 30, 2011 (which was $27.67 per share). The conversion rate and conversion price are subject to adjustment in certain events, such as distributions, dividends or stock splits. The Notes will mature on April 1, 2018, unless earlier repurchased by the Company or converted in accordance with their terms prior to such date. The Notes will be senior unsecured obligations and will rank equally with all of the Company's existing and future senior unsecured debt and senior to all of its existing and future subordinated debt. About Greenbrier Cos. Based in Lake Oswego, Oregon, The Greenbrier Companies Inc. operates in three primary business segments: manufacturing, refurbishment and parts, and leasing and services. The manufacturing segment, operating from four facilities in the United States, Mexico and Poland, produces double-stack intermodal railcars, conventional railcars, tank cars and marine vessels. The refurbishment & parts segment performs railcar repair, refurbishment and maintenance activities in the United States and Mexico. The leasing & services segment owns roughly 8,000 railcars and provides management services for roughly 225,000 railcars. The Company's balance sheet as of Nov. 30, 2010, showed $1.1 billion in total assets, $812.7 million in total assets and $296.5 million in total equity. * * * Greenbrier carries a 'Caa1' corporate family rating from Moody's Investors Service and a Speculative Grade Liquidity Rating of SGL-3. In August 2010, Moody's said Greenbrier's rating outlook is negative in consideration of the continued sluggish demand for new railcars and the company's need to address certain refinancing needs. Greenbrier carries 'B-' issuer credit ratings from Standard & Poor's Ratings Services. S&P said in May 2010 that the ratings on Greenbrier reflect the company's fair business risk profile stemming from the cyclicality of the freight car manufacturing industry; the dramatic decline in demand for new railcars as a result of slower economic growth and weaker carloadings; and limited customer diversity. The Company, according to S&P, also has a highly leveraged financial risk profile, marked by increased debt balances as a result of acquisitions completed in recent years. SATELITES MEXICANOS: Professionals Hiring Part of 1st Day Motions ----------------------------------------------------------------- BankruptcyData.com reports that Satelites Mexicanos filed with the U.S. Bankruptcy Court a motion to retain Epiq Bankruptcy Solutions (Contact: Jennifer M. Meyerowitz) as claims and noticing agent. Satelites Mexicanos also filed with the U.S. Bankruptcy Court motions to retain: -- Lazard Freres & Co. (Contact: J. Blake O'Dowd) as investment bank and financial advisor for a monthly fee of $175,000 for the first two months, and $150,000 for each additional month, an initial restructuring fee of $2 million, and a restructuring fee of $8 million; -- Greenberg Traurig (Contact: Victoria Counihan) as counsel for hourly rates ranging from 235 to 945, Ernst & Young (Contact: Florence V. Lentini) as financial advisor for the following hourly rates: partner/principal at 650 to 700, senior manager at 500 to 500, manager at 375 to 400, and senior/staff at 200 to 325; and -- Rubio Villegas & Asociados (Contact: Luis Rubio Barnetche) as special Mexican corporate and regulatory counsel for hourly rates ranging from 150 to 385. About Satmex SAB Satelites Mexicanos, S.A. de C.V., (Satmex) is a Mexico-based Rovider of fixed satellite services in the Americas, with coverage to more than 90% of the population to the Americas, including more than 45 nations and territories. Satmex also provides Latin American television programming in the United States. One of only two privately managed FSS providers based in Latin America, Satmex has a fleet comprised of three satellites. Satmex 5 and Satmex 6 generate the adjusted EBITDA for Satmex. A third satellite, Solidaridad 2, is inclined orbit but does not generate any adjusted EBITDA. Construction of Satmex 8 is expected to be completed by July 2012. Satmex also intends to pursue plans for a new satellite, to be named Satmex 7. Satmex filed for Chapter 11 bankruptcy protection on April 6, 2011 (Bankr. D. Del. Case No. 11-11035). Satmex, based in Mexico City, has sought bankruptcy protection for the second time in less than five years. Satmex first filed for bankruptcy in August 2006 in New York and exited four months later with a plan to repay creditors owed about $743 million with new debt and equity. Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, serves as the Debtor's bankruptcy counsel. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' financial advisor. Rubio Villegas & Asociados, S.C., serves as the Debtors' special Mexican corporate and regulatory counsel. Epiq Bankruptcy Solutions is the Debtors' claims and notice agent. Jefferies & Company, Inc., is the financial advisor to supporting 2nd lien noteholders. Ropes & Gray LLP is the U.S. counsel to supporting 2nd lien noteholders. Cervantes Sainz serves as Mexican counsel to supporting 2nd lien noteholders. Dechert LLP is the U.S. counsel to supporting holders of first priority notes. Galicia Abogados, S.C., is the Mexican counsel to supporting holders of first priority notes. Bracewell & Giuliani LLP is the U.S. counsel to Series B. Directors. Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel to Series B. Directors. Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico Government. Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is the Mexican counsel for SCT for Mexico Government. Detente Group is the financial advisor for SCT for Mexico Government. Latham & Watkins LLP is the U.S. counsel to Jefferies Finance. Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for Jefferies. Affiliates Alterna'TV International Corporation (Bankr. D. Del. Case No. 11-11034) and Alterna'TV Corporation (Bankr. D. Del. Case No. 11-11033) simultaneously filed separate Chapter 11 petitions. Victoria Watson Counihan, Esq., at Greenberg Traurig, LLP, serves as the Debtor's bankruptcy counsel. Lazard Freres & Co. LLC is the Debtors' investment banker. Ernst & Young LLP is the Debtors' financial advisor. Rubio Villegas & Asociados, S.C., serves as the Debtors' special Mexican corporate and regulatory counsel. Epiq Bankruptcy Solutions is the Debtors' claims and notice agent. Jefferies & Company, Inc., is the financial advisor to supporting 2nd lien noteholders. Ropes & Gray LLP is the U.S. counsel to supporting 2nd lien noteholders. Cervantes Sainz serves as Mexican counsel to supporting 2nd lien noteholders. Dechert LLP is the U.S. counsel to supporting holders of first priority notes. Galicia Abogados, S.C., is the Mexican counsel to supporting holders of first priority notes. Bracewell & Giuliani LLP is the U.S. counsel to Series B. Directors. Kuri Brena Sanchez Ugarte Y Aznar is Mexican counsel to Series B Directors. Morgan, Lewis & Bockius LLP is the U.S. counsel for SCT for Mexico Government. Casares, Castelazo, Frias, Tenorio Y Zarate, SC, is the Mexican counsel for SCT for Mexico Government. Detente Group is the financial advisor for SCT for Mexico Government. Latham & Watkins LLP is the U.S. counsel to Jefferies Finance. Creel, Garcia-Cuellar, Aiza Y Enriquez is the Mexican counsel for Jefferies. In its schedules, Satmex disclosed $393,427,253 in total assets and $457,699,978 in total debts. Affiliates Alterna'TV International Corporation (Bankr. D. Del. Case No. 11-11034) and Alterna'TV Corporation (Bankr. D. Del. Case No. 11-11033) simultaneously filed separate Chapter 11 petitions. TEPIC MUNICIPALITY: Moody's Downgrades Issuer Ratings to B1 ----------------------------------------------------------- Moody's de Mexico downgraded the Municipality of Tepic's issuer ratings to B1 (Global Scale, local currency) and Baa2.mx (Mexico National Scale) from Ba2 and A2.mx, respectively. At the same time the issuer ratings have been placed under review for possible downgrade. Ratings Rationale The downgrade reflects a significant deterioration in Tepic's finances, including sizable cash financing deficits in 2009 and 2010, which has led to a substantial increase in short and long term debt and a sharp deterioration in liquidity. Following the recording of moderate, albeit increasing, cash financing requirements in prior years, Tepic registered sizable cash financing requirements in 2009 and 2010, equivalent to 38.3% and 34.3% of total revenues respectively. These requirements, which were among the largest of rated municipalities in Mexico, were driven by large increases in capital expenditures, operating spending pressures and relatively limited own-source revenue growth. These requirements led to a sharp deterioration in liquidity and increases in debt burden. Net direct and indirect debt as a percentage of operating revenues increased from 20% in 2008 to 55% in 2010, which is one of the highest levels among the Mexican municipalities rated by Moody's. Given the size of the adjustment that would be necessary in order to restore balance to Tepic's fiscal accounts, Moody's believes that Tepic's cash financing requirements are likely to continue and its debt levels are likely to increase further in the coming years. Net working capital (current assets net of current liabilities) declined to -12.0% of total expenditures in 2010, down from 0.2% two years earlier, owing to the maintenance of relatively low levels of cash and rapid increases in short-term borrowing. Short term lines of credit increased fivefold between 2008 and 2010 -- reaching 21% of total revenue in 2010 from 5% in 2008. This increased reliance of on short-term debt financing, coupled with the city's ongoing cash financing requirements and weak liquidity position, exposes it to significant near-term debt repayment obligations. Given institutional constraints, Moody's believe it is unlikely that Tepic will be able to refinance this debt and it will be forced to repay it instead from cash flows. However, these are not likely to be adequate unless the city is able to undertake dramatic reductions in its expenditures over the coming months and conserve cash until the next administration begins. The ratings review will focus on Tepic's capacity to execute a plan to control operating and capital expenditures in order to respect all upcoming debt service obligations in a full and timely manner. Moody's expects to conclude the review within three months, over which period we will closely monitor Tepic's progress in repaying its short-term debt. However, the review could be concluded in as little as 4 to 6 weeks if within that time frame Tepic fails to develop a feasible plan to repay all of its remaining short-term debt obligations over the next six months. Under the scenario that Tepic fails to a) develop a feasible plan to repay or refinance its short term lines of credit and b) demonstrates initiatives to rebalance fiscal results, Moody's will likely downgrade its ratings further. However, if Tepic a) executes a near-term plan to fully service its short-term lines of credit and refinances these obligations and b) begins to demonstrate steps towards the rebalancing of fiscal results, Moody's could confirm its ratings. The last rating action on the Municipality of on Tepic was on November 14, 2006, when Moody's upgraded its issuer ratings to Ba2/A2.mx from Ba3/A3.mx. The principal methodologies used in this rating were Regional and Local Governments Outside the US published in May 2008, and The Application of Joint Default Analysis to Regional and Local Governments published in December 2008. WOLVERINE TUBE: Settles PBGC Claims as Part of Reorg. Plan ---------------------------------------------------------- Wolverine Tube, Inc., announced on April 8, 2011, that it signed a memorandum of understanding with the Pension Benefit Guaranty Corporation relating to a settlement of claims asserted by the PBGC. The settlement terms will be incorporated into Wolverine's plan of reorganization and have the support of the company's noteholders who earlier agreed to support the reorganization plan. The settlement remains subject to final effectiveness of Wolverine's reorganization plan, which is anticipated in the next 60 days, and the termination of Wolverine's defined benefit Retirement Plan in accordance with statutory requirements. Wolverine intends to move forward expeditiously to obtain Bankruptcy Court approval of its disclosure statement, complete its reorganization and emerge from bankruptcy. Steven S. Elbaum, Chairman of Wolverine, stated that, "Wolverine is very pleased to have reached an agreement with PBGC which converts its underfunding liability and other related claims into a payment obligation to be funded over 10 years and which will be within Wolverine's expected financial capacity." "We appreciate PBGC's focused and constructive approach in reaching a resolution which is fair and which strengthens Wolverine's ability to be a strong and viable competitor and employer. This agreement represents an important milestone in Wolverine's effort to emerge from bankruptcy," added Elbaum. "Wolverine is grateful to its noteholders, customers, suppliers, and employees who have supported it throughout this process. Wolverine will be well positioned to successfully compete in the global markets." About Wolverine Tube Huntsville, Alabama-based Wolverine Tube, Inc., is a global manufacturer and distributor of copper and copper alloy tube, fabricated products, and metal joining products. The Company currently operates seven facilities in the United States, Mexico, China, and Portugal. It also has distribution operations in the Netherlands and the United States. Wolverine Tube sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 10-13522) on Nov. 1, 2010. Mark E. Felger, Esq., and Simon E. Fraser, Esq., at Cozen O'Connor represent the Debtor. Scott K. Rutsky, Esq., and Adam T. Berkowitz, Esq., at Proskauer Rose LLP, serve as the Debtor's special corporate and tax counsel. Deloitte Financial Advisory Services LLP is the Debtor's financial advisor. Donlin Recano & Company, Inc., is the Debtor's claim agent. The Debtor disclosed $115 million in total assets and $237 million in total debts at the time of the filing. Affiliates Tube Forming, L.P. (Bankr. D. Del. Case No. 10-13523), Wolverine Joining Technologies, LLC (Bankr. D. Del. Case No. 10-13524), TF Investor Inc. (Bankr. D. Del. Case No. 10-13525), and WT Holding Company, Inc. (Bankr. D. Del. Case No. 10-13526) filed separate Chapter 11 petitions. No official committee of unsecured creditors has been appointed in the case. The Debtors filed a prearranged chapter 11 plan proposing to pay unsecured creditors in full and turning ownership of the reorganized company over to their noteholders. ==================== P U E R T O R I C O ==================== HORIZON LINES: To Settle Puerto Rico Trade Lawsuit for $1.76-Mil. ----------------------------------------------------------------- Horizon Lines, Inc., entered into a Settlement Agreement with the Commonwealth of Puerto Rico and the named plaintiffs, individually and representing a class of indirect purchasers to resolve claims relating to the Puerto Rico trade. Sea Star Line, LLC, and Crowley Liner Services, Inc., are also parties to the Settlement Agreement. The Settlement Agreement was entered into by the parties pursuant to a Memorandum of Understanding among the same parties. The Settlement Agreement is subject to court approval. There can be no assurance that the Settlement Agreement will be approved. Under the Settlement Agreement, the plaintiffs and the Commonwealth of Puerto Rico agree to settle claims alleged in three lawsuits filed against each of the Company, Sea Star and Crowley. Two lawsuits are putative class-action lawsuits on behalf of indirect purchasers, one of which is pending in the Court of First Instance for the Commonwealth of Puerto Rico and the other is pending in the United States District Court for the District of Puerto Rico. The third was filed by the Commonwealth of Puerto Rico in the Court of First Instance in its own right and on behalf of indirect purchasers. Pursuant to the Settlement Agreement, each of the defendants will pay a one-third share of the total settlement amount of $5,300,000. Accordingly, the Company has agreed to pay $1,766,667 as its share of the settlement amount. If the Settlement Agreement is finally approved, the settling defendants will receive a full release from the named plaintiffs, from the members of the settlement class, and from the Commonwealth of Puerto Rico in its own right and as parens patriae. About Horizon Lines Horizon Lines, Inc., based in Charlotte, North Carolina, through its wholly-owned indirect operating subsidiary, Horizon Lines, LLC, currently operates 11 of its 15 Jones Act qualified U.S. flag container ships in Jones Act liner services between the continental United States and either Alaska, Hawaii, or Puerto Rico and five U.S. flag container ships between the Far East, U.S. west coast and Guam. Horizon Lines reported a net loss of $57.97 million on $1.16 billion of operating revenue for the fiscal year ended Dec. 26, 2010, compared with a net loss of $31.27 million on $1.12 billion of operating revenue for the fiscal year ended Dec. 20, 2009. The Company's balance sheet at Dec. 26, 2010 showed $785.75 million in total assets, $745.96 million in total liabilities and $39.79 million in total stockholders' equity. Ernst & Young LLP, in Charlotte, North Carolina, expressed substantial doubt about the Company's ability to continue as a going concern, following the 2010 financial results. Ernst & Young noted that there is uncertainty that Horizon Lines will remain in compliance with certain debt covenants throughout 2011 and will be able to cure the acceleration clause contained in the convertible notes. * * * As reported in the Troubled Company Reporter on March 8, 2011, Moody's Investors Service said Horizon Lines, Inc.'s plea agreement regarding antitrust matters in the Puerto Rico trade lane is credit negative but does not at this time affect its 'Caa1' Corporate Family or its other debt ratings of Horizon. The last rating action on Horizon was on May 18, 2010 when Moody's lowered its ratings, including the corporate family rating to 'Caa1' and maintained the negative outlook. ================= V E N E Z U E L A ================= DBSI INC: Reaches Final Resolution of Dispute with GigOptix ----------------------------------------------------------- GigOptix, Inc., announced on April 8, 2011, that it has entered into a settlement agreement with the trustees of the DBSI Liquidating Trust and the DBSI Estate Litigation Trust. The settlement arises out of potential claims related to the bankruptcy of DBSI, Inc. Affiliates of DBSI, Inc. were investors in a predecessor of GigOptix, which resulted in them becoming stockholders of GigOptix. DBSI, Inc. was the beneficial owner of the investment held by its affiliates. In November 2008, DBSI, Inc. filed for bankruptcy. The DBSI Liquidating Trust now holds the shares of GigOptix stock and warrants to purchase 660,473 shares of GigOptix stock. The warrants have a weighted average exercise price of $32.35 per share with a range of exercise periods that expire between Dec. 31, 2011 and April 23, 2017. An affiliate of the DBSI Liquidating Trust, the DBSI Estate Litigation Trust, has been evaluating various potential claims which it might assert against a number of entities, including GigOptix and certain affiliated parties. GigOptix's management has engaged in discussions with the trustee regarding whether the DBSI Estate Litigation Trust has any claims against GigOptix. GigOptix has disputed the existence of any such claims, and intended to vigorously defend any claims made. The settlement resolves the disputed claims and completely eliminates all potential litigation. As part of the settlement, the trustees have agreed to the cancellation and return of the existing warrants to purchase 660,473 shares of GigOptix stock. In exchange, GigOptix has agreed to issue to the DBSI Liquidating Trust two warrants which will not be exercisable for a period of six months from the date of issuance; one warrant for 500,000 shares of GigOptix stock which will have a term of three years and an exercise price of $2.60 per share, and the other warrant, also for 500,000 shares of GigOptix stock, which will have a term of four years and an exercise price of $3.00 per share. The Warrants may be exercised on a "cashless" exercise basis. The trustees have also agreed to release their claims against GigOptix, its subsidiaries, directors and employees. GigOptix's Chairman of the Board and Chief Executive Officer, Dr. Avi Katz, stated, "I am happy to put this matter behind us. Although we believed that the trustees' claims would not have been successful, we were eager to avoid the legal expense, waste of management time and bandwidth and the risk that is always associated with litigation. I am pleased we were able to resolve this issue with this significant GigOptix stockholder without any out of pocket cash costs." About GigOptix GigOptix is a leading supplier of high performance electronic and electro-optic components that enable next generation 40G and 100G fiber-optic telecommunications and data-communications networks. The Company offers a broad portfolio of high speed electronic devices including polymer electro-optic modulators, modulator drivers, laser drivers and receiver amplifiers for telecom, datacom, Infiniband and consumer optical systems, covering serial and parallel communication technologies from 1G to 100G. GigOptix also offers the widest range of mixed-signal and RF ASIC solutions in the market including Standard Cell, Hybrid and Structured ASICs targeting the Consumer, Industrial, Defense & Avionics industries. About DBSI Inc. Headquartered in Meridian, Idaho, DBSI Inc. and its affiliates were engaged in numerous commercial real estate and non-real estate projects and businesses. On Nov. 10, 2008, and other subsequent dates, DBSI and 180 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-12687). DBSI estimated assets and debts between $100 million and $500 million as of the Chapter 11 filing. Lawyers at Young Conaway Stargatt & Taylor LLP represent the Debtors as counsel. The Official Committee of Unsecured Creditors tapped Greenberg Traurig, LLP, as its bankruptcy counsel. Kurtzman Carson Consultants LLC is the Debtors' notice claims and balloting agent. Joshua Hochberg, a former head of the Justice Department fraud unit, served as an Examiner and called the seller and servicer of fractional interests in commercial real estate an "elaborate shell game" that "consistently operated at a loss" in his report released in October 2009. McKenna Long & Aldridge LLP was counsel to the Examiner. On Sept. 11, 2009, the Honorable Peter J. Walsh entered an Order appointing James R. Zazzali as Chapter 11 trustee for the Debtors' estates. On Oct. 26, 2010, the trustee of DBSI Inc. won court confirmation of its Chapter 11 plan of liquidation, paving the way for it to pay creditors and avoid years of expensive litigation over its complex web of affiliates. The plan, which was declared effective Oct. 29, 2010, was jointly proposed by DBSI's unsecured creditors and the bankruptcy trustee in charge of DBSI and its 170-plus affiliates. Pursuant to DBSI Inc.'s confirmed Chapter 11 plan, the DBSI Real Estate Liquidating Trust was established as of the effective date and certain of the Debtors' assets, including the Debtors' ownership interest in Florissant Market Place was transferred to the RE Trust. Mr. Zazzali and Conrad Myers were appointed as the post-confirmation trustees. Messrs. Zazzali and Myers are represented by lawyers at Blank Rime LLP and Gibbons P.C. =============== X X X X X X X X =============== * Large Companies With Insolvent Balance Sheets ----------------------------------------------- Total Total Shareholders Assets Equity Company Ticker (US$MM) (US$MM) ------- ------ ------------ ----------- ARGENTINA COMERCIAL PLA-BL COMEB AR 143096734.1 -251846058.1 COMERCIAL PL-ADR SCPDS LI 143096734.1 -251846058.1 COMERCIAL PLAT-$ COMED AR 143096734.1 -251846058.1 COMERCIAL PL-C/E COMEC AR 143096734.1 -251846058.1 IMPSAT FIBER NET XIMPT SM 535007008 -17164978 IMPSAT FIBER NET 330902Q GR 535007008 -17164978 IMPSAT FIBER-$US IMPTD AR 535007008 -17164978 IMPSAT FIBER-BLK IMPTB AR 535007008 -17164978 IMPSAT FIBER-C/E IMPTC AR 535007008 -17164978 IMPSAT FIBER-CED IMPT AR 535007008 -17164978 SNIAFA SASNIA AR 11229696.22 -2670544.877 SNIAFA SA-B SDAGF US 11229696.22 -2670544.877 SNIAFA SA-B SNIA5 AR 11229696.22 -2670544.877 SOC COMERCIAL PL COME AR 143096734.1 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96977064.5 -42592602.52 DOCAS IMBITUBA IMBION BZ 96977064.5 -42592602.52 DOCAS IMBITUB-PR IMBIPN BZ 96977064.5 -42592602.52 FABRICA RENAUX FTRX3 BZ 63865882.02 -73255215.05 FABRICA RENAUX FRNXON BZ 63865882.02 -73255215.05 FABRICA RENAUX-P FTRX4 BZ 63865882.02 -73255215.05 FABRICA RENAUX-P FRNXPN BZ 63865882.02 -73255215.05 FABRICA TECID-RT FTRX1 BZ 63865882.02 -73255215.05 FER HAGA-PREF HAGA4 BZ 21299042.62 -62858780.72 FERRAGENS HAGA HAGAON BZ 21299042.62 -62858780.72 FERRAGENS HAGA-P HAGAPN BZ 21299042.62 -62858780.72 FERREIRA GUIMARA FGUION BZ 11016542.14 -151840377.4 FERREIRA GUIM-PR FGUIPN BZ 11016542.14 -151840377.4 GAZOLA GAZO3 BZ 12452144.11 -40298531.2 GAZOLA SA GAZON BZ 12452144.11 -40298531.2 GAZOLA SA-DVD CM GAZO11 BZ 12452144.11 -40298531.2 GAZOLA SA-DVD PF GAZO12 BZ 12452144.11 -40298531.2 GAZOLA SA-PREF GAZPN BZ 12452144.11 -40298531.2 GAZOLA-PREF GAZO4 BZ 12452144.11 -40298531.2 GAZOLA-RCPT PREF GAZO10 BZ 12452144.11 -40298531.2 GAZOLA-RCPTS CMN GAZO9 BZ 12452144.11 -40298531.2 HAGA HAGA3 BZ 21299042.62 -62858780.72 HOTEIS OTHON SA HOOT3 BZ 255036149.9 -42606769.75 HOTEIS OTHON SA HOTHON BZ 255036149.9 -42606769.75 HOTEIS OTHON-PRF HOTHPN BZ 255036149.9 -42606769.75 HOTEIS OTHON-PRF HOOT4 BZ 255036149.9 -42606769.75 LAEP INVESTMENTS LEAP LX 439175081.9 -60172004.98 LAEP-BDR MILK11 BZ 439175081.9 -60172004.98 MINUPAR MNPR3 BZ 63144533.79 -60655823.36 MINUPAR SA MNPRON BZ 63144533.79 -60655823.36 MINUPAR SA-PREF MNPRPN BZ 63144533.79 -60655823.36 MINUPAR-RCT MNPR9 BZ 63144533.79 -60655823.36 MINUPAR-RT MNPR1 BZ 63144533.79 -60655823.36 NORDON MET NORD3 BZ 16108142.83 -22352940.65 NORDON METAL NORDON BZ 16108142.83 -22352940.65 NORDON MET-RTS NORD1 BZ 16108142.83 -22352940.65 PET MANG-RECEIPT RPMG9 BZ 231024467.2 -184606117.1 PET MANG-RECEIPT RPMG10 BZ 231024467.2 -184606117.1 PET MANG-RIGHTS 3678569Q BZ 231024467.2 -184606117.1 PET MANG-RIGHTS 3678565Q BZ 231024467.2 -184606117.1 PET MANG-RT RPMG2 BZ 231024467.2 -184606117.1 PET MANG-RT 4115364Q BZ 231024467.2 -184606117.1 PET MANG-RT 4115360Q BZ 231024467.2 -184606117.1 PET MANG-RT RPMG1 BZ 231024467.2 -184606117.1 PET MANGUINH-PRF RPMG4 BZ 231024467.2 -184606117.1 PETRO MANGUINHOS RPMG3 BZ 231024467.2 -184606117.1 PETRO MANGUINHOS MANGON BZ 231024467.2 -184606117.1 PETRO MANGUIN-PF MANGPN BZ 231024467.2 -184606117.1 RENAUXVIEW SA TXRX3 BZ 73095833.69 -103943205.8 RENAUXVIEW SA-PF TXRX4 BZ 73095833.69 -103943205.8 SANSUY SNSY3 BZ 172563384.2 -94849032.91 SANSUY SA SNSYON BZ 172563384.2 -94849032.91 SANSUY SA-PREF A SNSYAN BZ 172563384.2 -94849032.91 SANSUY SA-PREF B SNSYBN BZ 172563384.2 -94849032.91 SANSUY-PREF A SNSY5 BZ 172563384.2 -94849032.91 SANSUY-PREF B SNSY6 BZ 172563384.2 -94849032.91 STAROUP SA STARON BZ 27663604.95 -7174512.028 STAROUP SA-PREF STARPN BZ 27663604.95 -7174512.028 STEEL - RCT ORD STLB9 BZ 23040051.4 -8699861.073 STEEL - RT STLB1 BZ 23040051.4 -8699861.073 STEEL DO BRASIL STLB3 BZ 23040051.4 -8699861.073 TECEL S JOSE SJOS3 BZ 19067323.42 -52580501.1 TECEL S JOSE FTSJON BZ 19067323.42 -52580501.1 TECEL S JOSE-PRF FTSJPN BZ 19067323.42 -52580501.1 TECEL S JOSE-PRF SJOS4 BZ 19067323.42 -52580501.1 TEKA TKTQF US 246866965 -392777063.4 TEKA TEKAON BZ 246866965 -392777063.4 TEKA TEKA3 BZ 246866965 -392777063.4 TEKA-ADR TKTQY US 246866965 -392777063.4 TEKA-ADR TKTPY US 246866965 -392777063.4 TEKA-ADR TEKAY US 246866965 -392777063.4 TEKA-PREF TKTPF US 246866965 -392777063.4 TEKA-PREF TEKAPN BZ 246866965 -392777063.4 TEKA-PREF TEKA4 BZ 246866965 -392777063.4 TELEBRAS SA TBASF US 269372906.3 -13465060.74 TELEBRAS SA TELB3 BZ 269372906.3 -13465060.74 TELEBRAS SA TLBRON BZ 269372906.3 -13465060.74 TELEBRAS SA-PREF TELB4 BZ 269372906.3 -13465060.74 TELEBRAS SA-RT TELB9 BZ 269372906.3 -13465060.74 TELEBRAS/W-I-ADR TBH-W US 269372906.3 -13465060.74 TELEBRAS-ADR TBX GR 269372906.3 -13465060.74 TELEBRAS-ADR TBAPY US 269372906.3 -13465060.74 TELEBRAS-ADR TBH US 269372906.3 -13465060.74 TELEBRAS-ADR TBRAY GR 269372906.3 -13465060.74 TELEBRAS-ADR RTB US 269372906.3 -13465060.74 TELEBRAS-ADR TBASY US 269372906.3 -13465060.74 TELEBRAS-BLOCK TELB30 BZ 269372906.3 -13465060.74 TELEBRAS-CED C/E RCT4C AR 269372906 -13465060.74 TELEBRAS-CED C/E TEL4C AR 269372906.3 -13465060.74 TELEBRAS-CEDE BL RCT4B AR 269372906.3 -13465060.74 TELEBRAS-CEDE PF RCTB4 AR 269372906.3 -13465060.74 TELEBRAS-CEDE PF TELB4 AR 269372906.3 -13465060.74 TELEBRAS-CEDEA $ TEL4D AR 269372906.3 -13465060.74 TELEBRAS-CEDEA $ RCT4D AR 269372906.3 -13465060.74 TELEBRAS-CM RCPT TBRTF US 269372906.3 -13465060.74 TELEBRAS-CM RCPT RCTB32 BZ 269372906.3 -13465060.74 TELEBRAS-CM RCPT RCTB31 BZ 269372906.3 -13465060.74 TELEBRAS-COM RT TELB1 BZ 269372906.3 -13465060.74 TELEBRAS-PF BLCK TELB40 BZ 269372906.3 -13465060.74 TELEBRAS-PF RCPT TLBRUP BZ 269372906.3 -13465060.74 TELEBRAS-PF RCPT RCTB42 BZ 269372906.3 -13465060.74 TELEBRAS-PF RCPT CBRZF US 269372906.3 -13465060.74 TELEBRAS-PF RCPT RCTB41 BZ 269372906.3 -13465060.74 TELEBRAS-PF RCPT TBAPF US 269372906.3 -13465060.74 TELEBRAS-RCT RCTB33 BZ 269372906.3 -13465060.74 TELEBRAS-RCT PRF TELB10 BZ 269372906.3 -13465060.74 TELEBRAS-RECEIPT TLBRUO BZ 269372906.3 -13465060.74 TELEBRAS-RTS CMN RCTB1 BZ 269372906.3 -13465060.74 TELEBRAS-RTS CMN TCLP1 BZ 269372906.3 -13465060.74 TELEBRAS-RTS PRF RCTB2 BZ 269372906.3 -13465060.74 TELEBRAS-RTS PRF TLCP2 BZ 269372906.3 -13465060.74 TELECOMUNICA-ADR 81370Z BZ 269372906.3 -13465060.74 TEXTEIS RENA-RCT TXRX9 BZ 73095833.69 -103943205.8 TEXTEIS RENA-RCT TXRX10 BZ 73095833.69 -103943205.8 TEXTEIS RENAU-RT TXRX1 BZ 73095833.69 -103943205.8 TEXTEIS RENAU-RT TXRX2 BZ 73095833.69 -103943205.8 TEXTEIS RENAUX RENXON BZ 73095833.69 -103943205.8 TEXTEIS RENAUX RENXPN BZ 73095833.69 -103943205.8 VARIG PART EM SE VPSC3 BZ 96617351.14 -460274609.3 VARIG PART EM TR VPTA3 BZ 49432124.18 -399290396.3 VARIG PART EM-PR VPSC4 BZ 96617351.14 -460274609.3 VARIG PART EM-PR VPTA4 BZ 49432124.18 -399290396.3 VARIG SA VARGON BZ 966298025.5 -4695211316 VARIG SA VAGV3 BZ 966298025.5 -4695211316 VARIG SA-PREF VARGPN BZ 966298025.5 -4695211316 VARIG SA-PREF VAGV4 BZ 966298025.5 -4695211316 COLOMBIA CHILESAT CO-ADR TL US 953784479.1 -103476226.9 CHILESAT CORP SA TELEX CI 953784479.1 -103476226.9 CHILESAT CO-RTS CHISATOS CI 953784479.1 -103476226.9 TELEX-A TELEXA CI 953784479.1 -103476226.9 TELEX-RTS TELEXO CI 953784479.1 -103476226.9 TELMEX CORP SA CHILESAT CI 953784479.1 -103476226.9 TELMEX CORP-ADR CSAOY US 953784479.1 -103476226.9 *********** Monday's edition of the TCR-LA delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR-LA editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR-LA constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR-LA editor holds some position in the issuers' public debt and equity securities about which we report. Tuesday's edition of the TCR-LA features a list of companies with insolvent balance sheets obtained by our editors based on the latest balance sheets publicly available a day prior to publication. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Thursday's edition of the TCR-LA. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com *********** S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter-Latin America is a daily newsletter co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland USA, Marites O. Claro, Joy A. Agravante, Rousel Elaine T. Fernandez, Valerie U. Pascual, Psyche A. Castillon, Julie Anne G. Lopez, Ivy B. Magdadaro, Frauline S. Abangan, and Peter A. Chapman, Editors. Copyright 2011. All rights reserved. ISSN 1529-2746. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR Latin America subscription rate is US$625 per half-year, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are US$25 each. For subscription information, contact Christopher Beard at 240/629-3300. * * * End of Transmission * * *