/raid1/www/Hosts/bankrupt/TCRLA

/raid1/www/Hosts/bankrupt/TCRLA_Public/110819.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 Friday, August 19, 2011, Vol. 12, No. 164 Headlines B A H A M A S GULFSTREAM INT'L: Ex-Workers & Bahamas Gov't Still Pursuing Claims B E R M U D A GENESIS HOLDINGS: Creditors' Proofs of Debt Due August 31 GENESIS HOLDINGS: Members' Final Meeting Set for September 20 GIL PRIVATE: Creditors' Proofs of Debt Due August 26 GIL PRIVATE: Members' Final Meeting Set for September 19 C A Y M A N I S L A N D S BARTELLE HOLDINGS: Creditors' Proofs of Debt Due August 29 CAPITAL TRADING: Shareholders' Final Meeting Set for August 30 DUART GLOBAL: Creditors' Proofs of Debt Due August 23 GOLDMAN SACHS: Creditors' Proofs of Debt Due August 31 HALBERDIER ALIUS FUND: Creditors' Proofs of Debt Due August 31 HALBERDIER ALIUS: Creditors' Proofs of Debt Due August 31 HALBERDIER FUND: Creditors' Proofs of Debt Due August 31 HALBERDIER PORTFOLIO: Creditors' Proofs of Debt Due August 31 INDOSUEZ CAPITAL: Creditors' Proofs of Debt Due September 1 INTEGRAL CAPITAL: Creditors' Proofs of Debt Due September 1 MSGI CHINA I: Members' Final Meeting Set for August 29 MSGI CHINA III: Members' Final Meeting Set for August 29 PHZ LONG/SHORT: Commences Liquidation Proceedings QUANTITATIVE TACTICAL: Commences Liquidation Proceedings URRACA LTD: Creditors' Proofs of Debt Due August 29 J A M A I C A C&W JAMAICA: Incurs JM$6.11-Bil. Loss in Year Ended March 31, 2011 M E X I C O BIO-PAPPEL SAB: Fitch Affirms Issuer Default Ratings at 'B' CEMEX SAB: Fitch Affirms Issuer Defaults Rating at 'B' VITRO SAB: Court OKs Blackstone as Committee's Financial Advisor V E N E Z U E L A BANCO OCCIDENTAL: Fitch Affirms Issuer Credit Ratings at 'B' FERTINITRO FINANCE: Fitch Keeps 'CCC' Rating on US$250MM Bonds - - - - - ============= B A H A M A S ============= GULFSTREAM INT'L: Ex-Workers & Bahamas Gov't Still Pursuing Claims ------------------------------------------------------------------ Inderia Saunders at The Nassau Guardian reports that concerns linger over Gulfstream International Airlines' US$85 million expansion into The Bahamas as legal action continues over tens of thousands of dollars in fees owed to The Bahamas government from the once bankrupt, now restructured airline. That's added to what former employees of the airline have publicly claimed are owed to them, the report relates. Sky Bahamas President Randy Butler said the situation calls for more clarification, given uncertainty over whether the new restructured company would clear up issues of the old carrier, according to The Nassau Guardian. "Is the old Gulfstream and the new Gulfstream the same? . . . Can the Bahamians who worked with the airline [before they went bankrupt] expect to get their money back? . . . Have they reapplied as a new airline or did they continue?" As reported in the Troubled Company Reporter on June 17, 2011, The Nassau Guardian said Gulfstream Airlines has its eyes set on a 50% increase in flights into The Bahamas starting this fall. The Nassau Guardian relates that the airline will continue to work on its current Family Island services, which include Andros, Freeport, Treasure Cay, Marsh Harbour, North Eleuthera, Governor's Harbour, George Town and Bimini. The Nassau Guardian relates that the airline's announcement comes as a dispute continues over funds owed to Bahamian entities and individuals before the airline filed for bankruptcy earlier in the year. The report relays that The Bahamas' Labor Board confirmed that a dispute has been filed and that a conciliation meeting between the two parties was set to take place on Aug. 16. Added to that, Patrick Rolle, director of the Department of Civil Aviation, said a court case over tens of thousands of dollars was still ongoing, The Nassau Guardian notes. One of the issues likely to be ironed out is a distinction between the two companies and to what extent the new airline is responsible for previous debt, The Nassau Guardian discloses. It may all boil down to under what license the airline is intending to operate under, the report adds. About Gulfstream International Fort Lauderdale, Florida-based Gulfstream International Airlines (NYSE Amex: GIA) operated a fleet of turboprop Beechcraft 19000 aircraft, and specialized in providing travelers with access to niche locations not typically covered by major carriers. GIA operated more than 150 scheduled flights per day, serving nine destinations in Florida, 10 destinations in the Bahamas, five destinations from Continental Airline's hub under the Department of Transportation's Essential Air Service Program and supports charter service to Cuba through a services agreement with Gulfstream Air Charter, Inc., an entity otherwise unrelated to the Debtors. GIA operated as a Continental Connection carrier, as well as for United Airlines, Northwest Airlines and Copa Airlines, through code share agreements. GIA has 620 employees, including 530 working full-time. Gulfstream International Group, Inc., and its units including Gulfstream International Airline, Inc., filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Lead Case No. 10-44131) on Nov. 4, 2010. Brian K. Gart, Esq., at Berger Singerman, P.A., serves as the Debtors' bankruptcy counsel. Jetstream Aviation Capital, LLC and Jetstream Aviation Management, LLC, serve as financial advisors to the Debtors. Robert A. Schatzman, Esq., Steven J. Solomon, Esq., and Frank P. Terzo, Esq., at GrayRobinson, P.A., in Miami, Florida, serve as counsel to the Official Committee of Unsecured Creditors. Gulfstream International Airlines disclosed US$15,967,096 in total assets and US$25,243,099 in total liabilities. Victory Park provided Gulfstream with up to US$5 million debtor- in-possession financing to fund the Chapter 11 case. As reported in the Troubled Company Reporter on May 18, 2011, Dow Jones' DBR Small Cap said that Victory Park Capital is buckling again into the airline sector, completing its purchase of Gulfstream International Group Inc. A prior bankruptcy court order said there will be a "structured dismissal" of the Chapter 11 case within 30 days of the completion of the sale. ============= B E R M U D A ============= GENESIS HOLDINGS: Creditors' Proofs of Debt Due August 31 --------------------------------------------------------- The creditors of Genesis Holdings International Limited are required to file their proofs of debt by August 31, 2011, to be included in the company's dividend distribution. The company commenced wind-up proceedings on August 9, 2011. The company's liquidator is: Robin J. Mayor Clarendon House, 2 Church Street Hamilton HM 11 Bermuda GENESIS HOLDINGS: Members' Final Meeting Set for September 20 ------------------------------------------------------------- The members of Genesis Holdings International Limited will hold their final meeting on September 20, 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 August 9, 2011. The company's liquidator is: Robin J. Mayor Clarendon House, 2 Church Street Hamilton HM 11 Bermuda GIL PRIVATE: Creditors' Proofs of Debt Due August 26 ---------------------------------------------------- The creditors of GIL Private Trustees Limited are required to file their proofs of debt by August 26, 2011, to be included in the company's dividend distribution. The company commenced wind-up proceedings on August 10, 2011. The company's liquidator is: Robin J. Mayor Clarendon House, 2 Church Street Hamilton HM 11 Bermuda GIL PRIVATE: Members' Final Meeting Set for September 19 -------------------------------------------------------- The members of GIL Private Trustees Limited will hold their final meeting on September 19, 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 August 10, 2011. The company's liquidator is: Robin J. Mayor Clarendon House, 2 Church Street Hamilton HM 11 Bermuda =========================== C A Y M A N I S L A N D S =========================== BARTELLE HOLDINGS: Creditors' Proofs of Debt Due August 29 ---------------------------------------------------------- The creditors of Bartelle Holdings Ltd. are required to file their proofs of debt by August 29, 2011, to be included in the company's dividend distribution. The company commenced wind-up proceedings on July 21, 2011. The company's liquidator is: Buchanan Limited c/o Rose Ferguson Telephone: (345) 949-0355 Facsimile: (345) 949-0360 P.O. Box 1170 Grand Cayman KY1-1102 Cayman Islands CAPITAL TRADING: Shareholders' Final Meeting Set for August 30 -------------------------------------------------------------- The shareholders of The Capital Trading Fund, Ltd. will hold their final meeting on August 30, 2011, at 2:00 p.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Jonathan Culshaw Telephone: +44 207 842 6085 Facsimile: +44 207 353 0487 Harney Westwood & Riegels LLP 5 New Street Square, 5th Floor London, EC4A 3BF United Kingdom DUART GLOBAL: Creditors' Proofs of Debt Due August 23 ----------------------------------------------------- The creditors of Duart Global Deep Value Securities Master Fund Ltd. are required to file their proofs of debt by August 23, 2011, to be included in the company's dividend distribution. The company commenced wind-up proceedings on July 18, 2011. The company's liquidator is: Ogier c/o Kim Smith Telephone: (345) 949-9876 Facsimile: (345) 949-9877 89 Nexus Way, Camana Bay Grand Cayman KY1-9007 Cayman Islands GOLDMAN SACHS: Creditors' Proofs of Debt Due August 31 ------------------------------------------------------ The creditors of Goldman Sachs HFS Strategic Emerging Markets Fund, Ltd. are required to file their proofs of debt by August 31, 2011, to be included in the company's dividend distribution. The company commenced liquidation proceedings on July 11, 2011. The company's liquidator is: Walkers Corporate Services Limited c/o Jennifer Chailler Telephone: (345) 814 6847 Walker House 87 Mary Street, George Town Grand Cayman KY1-9005 Cayman Islands HALBERDIER ALIUS FUND: Creditors' Proofs of Debt Due August 31 -------------------------------------------------------------- The creditors of Halberdier Alius Fund are required to file their proofs of debt by August 31, 2011, to be included in the company's dividend distribution. The company commenced liquidation proceedings on July 15, 2011. The company's liquidator is: Walkers Corporate Services Limited c/o Jennifer Chailler Telephone: (345) 814 6847 Walker House 87 Mary Street, George Town Grand Cayman KY1-9005 Cayman Islands HALBERDIER ALIUS: Creditors' Proofs of Debt Due August 31 --------------------------------------------------------- The creditors of Halberdier Alius Portfolio are required to file their proofs of debt by August 31, 2011, to be included in the company's dividend distribution. The company commenced liquidation proceedings on July 15, 2011. The company's liquidator is: Walkers Corporate Services Limited c/o Jennifer Chailler Telephone: (345) 814 6847 Walker House 87 Mary Street, George Town Grand Cayman KY1-9005 Cayman Islands HALBERDIER FUND: Creditors' Proofs of Debt Due August 31 -------------------------------------------------------- The creditors of Halberdier Fund are required to file their proofs of debt by August 31, 2011, to be included in the company's dividend distribution. The company commenced liquidation proceedings on July 15, 2011. The company's liquidator is: Walkers Corporate Services Limited c/o Jennifer Chailler Telephone: (345) 814 6847 Walker House 87 Mary Street, George Town Grand Cayman KY1-9005 Cayman Islands HALBERDIER PORTFOLIO: Creditors' Proofs of Debt Due August 31 ------------------------------------------------------------- The creditors of Halberdier Portfolio are required to file their proofs of debt by August 31, 2011, to be included in the company's dividend distribution. The company commenced liquidation proceedings on July 15, 2011. The company's liquidator is: Walkers Corporate Services Limited c/o Jennifer Chailler Telephone: (345) 814 6847 Walker House 87 Mary Street, George Town Grand Cayman KY1-9005 Cayman Islands INDOSUEZ CAPITAL: Creditors' Proofs of Debt Due September 1 ----------------------------------------------------------- The creditors of Indosuez Capital Funding III Limited are required to file their proofs of debt by September 1, 2011, to be included in the company's dividend distribution. The company commenced liquidation proceedings on July 20, 2011. The company's liquidator is: Marc Randall c/o Maples Liquidation Services (Cayman) Limited P.O. Box 1093, Boundary Hall Grand Cayman KY1-1102 Cayman Islands INTEGRAL CAPITAL: Creditors' Proofs of Debt Due September 1 ----------------------------------------------------------- The creditors of Integral Capital Offshore Partners V, Ltd are required to file their proofs of debt by September 1, 2011, to be included in the company's dividend distribution. The company commenced liquidation proceedings on July 20, 2011. The company's liquidator is: Mervin Solas c/o Maples Liquidation Services (Cayman) Limited P.O. Box 1093, Boundary Hall Grand Cayman KY1-1102 Cayman Islands MSGI CHINA I: Members' Final Meeting Set for August 29 ------------------------------------------------------ The members of MSGI China I Limited will hold their final meeting on August 29, 2011, at 9:30 a.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Rebecca Hume Telephone: 949-4544 Facsimile: 949-7073 E-mail: Rebecca.hume@card.com.ky Charles Adams Ritchie & Duckworth Zephyr House, 2nd Floor 122 Mary Street P.O. Box 709 Grand Cayman KY1-1107 Cayman Islands MSGI CHINA III: Members' Final Meeting Set for August 29 -------------------------------------------------------- The members of MSGI China III Limited will hold their final meeting on August 29, 2011, at 10:30 a.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Rebecca Hume Telephone: 949-4544 Facsimile: 949-7073 E-mail: Rebecca.hume@card.com.ky Charles Adams Ritchie & Duckworth Zephyr House, 2nd Floor 122 Mary Street P.O. Box 709 Grand Cayman KY1-1107 Cayman Islands PHZ LONG/SHORT: Commences Liquidation Proceedings ------------------------------------------------- On July 21, 2011, the sole shareholder of PHZ Long/Short Equity Fund (Cayman) Ltd. passed a resolution that voluntarily winds up the company's operations. Only creditors who were able to file their proofs of debt by August 17, 2011, will be included in the company's dividend distribution. The company's liquidator is: Mourant Ozannes Cayman Liquidators Limited Reference: Christine Fletcher Telephone: (+1) 345 949 4123 Facsimile: (+1) 345 949 4647; or Mourant Ozannes Cayman Liquidators Limited Reference: Peter Goulden Telephone: (+1) 345 949 4123 Facsimile: (+1) 345 949 4647 Harbour Centre, 42 North Church Street P.O. Box 1348 George Town Grand Cayman KY1-1108 Cayman Islands QUANTITATIVE TACTICAL: Commences Liquidation Proceedings -------------------------------------------------------- On July 21, 2011, the sole shareholder of Quantitative Tactical Fund, Ltd. passed a resolution that voluntarily winds up the company's operations. Only creditors who were able to file their proofs of debt by August 17, 2011, will be included in the company's dividend distribution. The company's liquidator is: Mourant Ozannes Cayman Liquidators Limited Reference: Christine Fletcher Telephone: (+1) 345 949 4123 Facsimile: (+1) 345 949 4647; or Mourant Ozannes Cayman Liquidators Limited Reference: Peter Goulden Telephone: (+1) 345 949 4123 Facsimile: (+1) 345 949 4647 Harbour Centre, 42 North Church Street P.O. Box 1348 George Town Grand Cayman KY1-1108 Cayman Islands URRACA LTD: Creditors' Proofs of Debt Due August 29 --------------------------------------------------- The creditors of Urraca Ltd. are required to file their proofs of debt by August 29, 2011, to be included in the company's dividend distribution. The company commenced wind-up proceedings on July 21, 2011. The company's liquidator is: Buchanan Limited c/o Rose Ferguson Telephone: (345) 949-0355 Facsimile: (345) 949-0360 P.O. Box 1170 Grand Cayman KY1-1102 Cayman Islands ============= J A M A I C A ============= C&W JAMAICA: Incurs JM$6.11-Bil. Loss in Year Ended March 31, 2011 ------------------------------------------------------------------ Cable & Wireless Jamaica Limited incurred a JM$6.11 billion loss attributed to stockholders in the twelve months ended March 31, 2011. The Company also incurred a JM$1.30 billion loss attributable to stockholders on JM$4.61 billion of revenue in the three months ended June 30, 2011, from a JM$595.66 million loss attributable to stockholders on JM$4.69 billion of revenue in the same period last year. The Company's balance sheet at June 30, 2011, showed JM$34.68 billion in total assets, JM$30.19 billion in total liabilities, and total equity of JM$4.49 billion. As of June 30, 2011, total current assets total JM$5.44 billion while total current liabilities total JM$6.92 billion. A full text copy of the Company's financial result is available free at http://ResearchArchives.com/t/s?76b3 Cable & Wireless Jamaica Limited -- http://www.cwjamaica.com/-- provides domestic and international telecommunications services to businesses and residential customers in Jamaica. =========== M E X I C O =========== BIO-PAPPEL SAB: Fitch Affirms Issuer Default Ratings at 'B' ----------------------------------------------------------- Fitch Ratings has affirmed the foreign and local currency Issuer Default Ratings (IDRs) of Bio-PAPPEL S.A.B. de C.V. (Bio-Pappel) at 'B'. In conjunction with this rating action, Fitch has also affirmed the company's US$$250 million notes due in 2016, at 'B/RR4'. The Rating Outlook is Stable Bio-Pappel's ratings reflect its leading market position in the Pulp and Paper sector in Mexico, tough competitive environment, as well as the continuous and stable EBITDA generation of the last two years, due to a favorable operating environment. This environment has translated in a strong performance of its packaging division and a rebound in the performance of its paper division. The ratings continue to take into consideration the leverage of the company relative to the stress upon its cash flow when its raw material and energy costs rise or when there are exchange rate fluctuations, as well as the issuer's weak debt repayment record. The 'RR/4' recovery rating reflects an average recovery prospects given default. 'RR4' rated securities have characteristics consistent with securities historically recovering 31%-50% of current principal and related interest. Bio-Pappel's varied operational performance over the past five years has been due to the company's inability to fully pass through cost increases. Prices for old corrugated containers (OCC) and old newspaper (ONP) have increased sharply in Mexico and the United States due to purchases by Chinese manufacturers, while prices for linerboard and corrugated boxes stayed stable or declined in Mexico and the United States. Energy is Bio-Pappel's second most important production cost after recycled fiber, and the company is seeking to mitigate its exposure to it, with investments in cogeneration. The ratings factor in this continued vulnerability to rising raw material, electricity and natural gas costs. The company's recent strong performance is a result of a healthy spread between its average sales prices and the prices it pays for energy and recycled paper products such as OCC and ONP. This spread has averaged about USD$69 per ton during the first semester of 2011, generating US$36 million of EBITDA, broadly similar to the same period in 2010, when the spread averaged US$63 per ton and EBITDA was about US$33 million. Free Cash Flow has been positive for the last few years, save for the last twelve months, mostly due to increased Capex. Regarding liquidity, near-term risk is minimal as the company pays only 7% of interest on the 2016 notes (about US$17.5 million per year) until the end of 2013, when the rate climbs to 10%. Should the market make an unfavorable turn, the company has a partial PIK option for 2010 up to 2012. Currently, the company holds about US$50 million in cash and marketable securities. Debt to EBITDA during the Last Twelve Months (LTM) ending June 30, 2011 was 3.2 times (x) and EBITDA to Interest Expense was 4.0x; compared to Full Year (FY) 2009, which came about 3.7x and 8.4x, respectively. Going forward, Fitch expects that these ratios can slightly weaken due to somewhat lower EBITDA generation (about US$70 million for FY 2011). The agency does not envision Bio- Pappel undertaking new debt issuances in the short term, so its debt maturity profile should remain the same, with virtually all of its debt being due in 2016. Going forward, positive factors to credit quality include the company successfully weathering an adverse price environment in raw materials and energy, a sustained widening of the spread between price and cost per ton or a diminishing of the company's debt burden. A persistent weakening of the spread between price and cost per ton, resulting in lower cash generation, could be in detriment of the ratings. CEMEX SAB: Fitch Affirms Issuer Defaults Rating at 'B' ------------------------------------------------------ Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of CEMEX, S.A.B. de C.V. (CEMEX) and its subsidiary, Cemex Espana S.A. (Cemex Espana) at 'B'. In conjunction with these rating actions, Fitch has affirmed CEMEX's long-term national scale rating at 'BB-(mex)' and its short-term national scale rating at 'B(mex)'. Fitch has also assigned foreign currency IDRs of 'B' to the following entities: -- C5 Capital (SPV) Limited, a British Virgin Island restricted purpose company; -- C8 Capital (SPV) Limited, a British Virgin Island restricted purpose company; -- C10 Capital (SPV) Limited, a British Virgin Island restricted purpose company; -- C-10 Euro Capital (SPV) Limited, a British Virgin Island restricted purpose company -- CEMEX Finance Europe B.V., incorporated in The Netherlands; -- CEMEX Finance LLC, a limited liability company incorporated in the U.S.; -- CEMEX Materials Corporation, a limited liability company incorporated in the U.S. These companies have issued guaranteed debt instruments that have been rated by Fitch and are listed at the bottom of the press release, along with those issued by CEMEX and CEMEX Espana. The foreign currency IDRs of these companies have been linked to that of CEMEX through Fitch's 'Parent Subsidiary Rating Linkage' criteria. The Rating Outlooks for CEMEX and its subsidiaries have been revised to Stable from Positive. The revision of the Rating Outlook to Stable from Positive reflects anemic prospects for private construction activity in the U.S. in the near term due to a weaker than anticipated recovery of the U.S. economy, as reflected by the recent downward revision of GDP growth. The strong focus on reducing high levels of public debt at the federal and state levels will also likely constrain the growth in government spending on infrastructure projects. A vibrant U.S. construction market is crucial to the recovery of CEMEX's credit profile. According to the Portland Cement Association, consumption of cement in the U.S. fell from 127 million metric tons in 2006 to 70 million metric tons in 2010. During this time period, CEMEX's EBITDA in the U.S. fell from US$2.345 billion (on a pro-forma basis as if Rinker was consolidated) during 2006 to negative USD108 million during the last 12 months (LTM) ended June 30, 2011. CEMEX had US$18.426 billion of total debt and US$675 million of cash and marketable securities as of June 30, 2011. During the LTM ended June 30, 2011, CEMEX generated US$2.260 billion of EBITDA, a decline from US$2.321 billion during 2010 and US$2.678 billion during 2009. The company's cash flow from operations (CFFO) during the LTM was US$268 million, a decline from US$544 million and USD1.492 billion during the prior LTM periods. The drop in operating cash flow was primarily due to weaker demand for cement and ready-mix in the U.S. and Spain. Positively, CEMEX has been aggressive in reducing debt repayment risk. The company issued about USD4.1 billion of secured notes, optional convertible subordinated notes, and senior secured floating-rate notes between January and July. Proceeds were used to improve the company's liquidity and to refinance all debt that was coming due before the second half of 2013. CEMEX has also taken steps to improve cash flow by restructuring its operations, closing facilities that were not generating cash flow, reducing staff, and investing in alternative energy sources. Fitch expects CEMEX's net debt levels to increase to about USD18 billion by the end of 2011 from US$17.750 billion as of June 30, 2011. The company is scheduled to make a payment of US$355 million before the end of September for its partner's stake in two joint ventures with Ready Mix USA and will consolidate about US$27 million of net debt at these joint ventures. In addition to the acquisition, the steep decline in the company's stock since the end of June will likely result in cash payments into collateral accounts for some equity-linked derivatives during the second half of the year. These uses of cash should be partially offset by the recovery of working capital during the second half of the year. In addition, CEMEX spent US$70 million of cash during the first half of 2011 to downsize its operations and restructure parts of its business. Benefits from these efforts as well as declining energy prices should start to appear in the company's results during the second half of 2011 and throughout 2012. CEMEX has covenant tests for leverage and interest coverage of 7.0 times (x) and 1.75x, respectively, at the end of 2011. The leverage ratio test then declines to 6.5x as of June 30, 2012 and to 5.75x as of Dec. 31, 2012. Fitch's projections indicate the company will exceed the leverage covenant during this time period. Fitch's affirmations build in an expectation that the company will successfully renegotiate these covenants with lenders that are party to the Aug. 14, 2009 Financing Agreement. As of June 30, 2011, CEMEX had a leverage ratio of 7.16x and a coverage ratio of 1.87x. Mexico continues to be a crucial component of the company's cash flow, as does the Central and South America region. During the LTM ended June 30, 2011, these regions accounted for US$1.173 billion and US$447 million, respectively, of the company's EBITDA. A downward turn in these markets, particularly Mexico, could lead to a negative rating action. A negative rating action would also occur if the company's relationship with its key banks deteriorated. A combination of the following factors could lead to a positive rating action: the rescheduling of the Financing Agreement debt due in 2013 and 2014, substantial asset sales, a repayment by the Venezuelan government for the assets that were expropriated during 2008, or the recovery of demand for cement in the U.S. Additional ratings that were affirmed are: -- CEMEX, S.A.B. de C.V., Certificados Bursatiles at 'BB-' (mex) -- C5 Capital (SPV) Limited, US$350 million perpetual secured notes callable in 2011 at B+ /RR3 -- CEMEX Finance Europe B.V., EUR900 million, 4.75% guaranteed notes due in 2014 at B+ / RR3 -- C8 Capital (SPV) Limited, US$750 million perpetual secured notes callable in 2014 at B+ /RR3 -- CEMEX, S.A.B. de C.V., US$800 million senior secured guaranteed notes due in 2015 at B+/RR3 -- C10 Capital (SPV) Limited, US$900 million perpetual secured notes callable in 2016 at B+ /RR3 -- CEMEX Finance LLC, US$1.750 billion, 9.5% senior secured guaranteed notes due in 2016 at 'B+/RR3'; -- CEMEX Finance LLC, EUR350 billion, 9.625% senior secured guaranteed notes due in 2017 at 'B+/RR3'; -- CEMEX Espana, EUR115 million, 8.875% senior secured guaranteed notes due in 2017 at 'B+/RR3'; -- CEMEX, S.A.B. de C.V., US$1.650 billion, 9.0% senior secured guaranteed notes due in 2018 at 'B+/RR3'; -- CEMEX Espana, US$1.067 billion, 9.25% senior secured guaranteed notes due in 2020 at 'B+/RR3' -- CEMEX Materials Corporation, US$150 million, 7.7% guaranteed notes due in 2025 at 'B+/RR3'; -- C-10 Euro Capital (SPV) Limited, Euro 730 million perpetual secured notes callable in 2049 at 'B+/RR3'. VITRO SAB: Court OKs Blackstone as Committee's Financial Advisor ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas authorized the Official Committee of Unsecured Creditors of Vitro Asset Corp., et al., to retain Blackstone Advisory Partners L.P. as financial advisor, nunc pro tunc to April 26, 2011. As the Committee's financial advisor, Blackstone will: a) assist in the evaluation of the Debtors' businesses and prospects; b) assist in the evaluation of the Debtors' long-term business plan and related financial projections; c) assist in the development of financial data and presentations to the Committee; d) analyze the Debtors' financial liquidity and evaluate alternatives to improve such liquidity, including alternative DIP financings; e) analyze various restructuring scenarios and the potential impact of these scenarios on the recoveries of the unsecured creditors of the Debtors; f) evaluate the Debtors' debt capacity and alternative capital structures; g) participate in negotiations among the Committee, the Debtors and its other creditors, suppliers, lessors and other interested parties; h) value consideration offered by the Debtors to the Unsecured Creditors in connection with any restructuring of the Debtors' businesses; i) assist in the evaluation of the asset sale processes, including the identification of potential buyers; j) assist in evaluating the terms, conditions and impact of any proposed asset sale transactions; k) provide expert witness testimony concerning any of the subjects encompassed by the other financial advisory services; and l) provide such other advisory services as are customarily provided in connection with the analysis and negotiation of a restructuring, as requested and mutually agreed. The Debtor has agreed to pay Blackstone in accordance with this fee structure: 1. A monthly advisory fee of US$125,000 in cash, paid in accordance with the order approving the Application and Engagement Letter and any other order entered by the Court approving interim compensation of professionals. Fifty percent of all Monthly Fees beginning with the seventh Monthly Fee payment shall be credited against the Restructuring Fee; 2. An additional fee equal to US$2,500,000 payable upon consummation of a restructuring. A restructuring will be deemed to have been consummated upon the execution, confirmation and consummation of a Plan of Reorganization pursuant to an order of the Bankruptcy Court, in the case of an in-court restructuring. 3. Reimbursement of all reasonable out-of-pocket expenses. incurred during the engagement. Michael Genereux, a senior managing director of Blackstone Advisory Partners L.P., assured the Court that the firm is a "disinterested person" as that term defined in Section 101(14) of the Bankruptcy Code. About Vitro SAB Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV: VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is the largest manufacturer of glass containers and flat glass in Mexico, with consolidated net sales in 2009 of MXN23,991 million (US$1.837 billion). Vitro defaulted on its debt in 2009 and sought to restructure around US$1.5 billion in debt, including US$1.2 billion in notes. Vitro launched an offer to buy back or swap US$1.2 billion in debt from bondholders. The tender offer would be consummated with a bankruptcy filing in Mexico and Chapter 15 filing in the United States. Vitro said noteholders would recover as much as 73% by exchanging existing debt for cash, new debt or convertible bonds. Concurso Mercantil & Chapter 15 Proceedings Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a pre-packaged Concurso Plan in the Federal District Court for Civil and Labor Matters for the State of Nuevo Leon, commencing its voluntary concurso mercantil proceedings -- the Mexican equivalent of a prepackaged Chapter 11 reorganization. Vitro SAB also commenced parallel proceedings under Chapter 15 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan on Dec. 13, 2010, to seek U.S. recognition and deference to its bankruptcy proceedings in Mexico. Early in January 2011, the Mexican Court dismissed the Concurso Mercantil proceedings. The judge said Vitro couldn't push through a plan to buy back or swap US$1.2 billion in debt from bondholders based on the vote of US$1.9 billion of intercompany debt when third-party creditors were opposed. Vitro as a result dismissed the first Chapter 15 petition following the ruling by the Mexican court. On April 12, 2011, an appellate court in Mexico reinstated the reorganization. Accordingly, Vitro SAB on April 14 re-filed a petition for recognition of its Mexican reorganization in U.S. Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-11754). In the present Chapter 15 case, the Debtor seeks to block any creditor suits in the U.S. pending the reorganization in Mexico. On June 29, 2011, Vitro Packaging de Mexico S.A. de C.V. commenced a voluntary judicial reorganization proceeding under the Ley de Concursos Mercantiles before the Federal District Court for Civil and Labor Matters for the State of Nuevo Leon, the United Mexican States. On June 30, 2011, Vitro Packaging filed a chapter 15 petition (Bankr. N.D. Tex. Case No. 11-34224). Alejandro Francisco Sanchez-Mujica and Javier Arechavaleta Santos serve as Foreign Representatives of Vitro S.A.B. de C.V. and Vitro Packaging de Mexico S.A. de C.V. The Foreign Representatives are represented by David M. Bennett, Esq., Katharine E. Battaia, Esq., and Cassandra A. Sepanik, Esq., at Thompson & Knight LLP, and Andrew M. Leblanc, Esq., Risa M. Rosenberg, Esq., Thomas J. Matz, Esq., and Jeremy C. Hollembeak, Esq., at Milbank Tweed Hadley & McCloy LLP. Attorneys for the Ad Hoc Group of Vitro Noteholders are Jeff P. Prostok, Esq., and Lynda L. Lankford, Esq., at Forshey & Prostok, LLP, and Allan S. Brilliant, Esq., Benjamin E. Rosenberg, Esq., Craig P. Druehl, Esq., and Dennis H. Hranitzky, Esq., at Dechert LLP. Chapter 11 Proceedings A group of noteholders, namely Knighthead Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson Kempner Distressed Opportunities Fund LP, and Brookville Horizons Fund, L.P., opposed the exchange. Together, they held US$75 million, or approximately 6% of the outstanding bond debt. The Noteholder group commenced involuntary bankruptcy cases under Chapter 11 of the U.S. Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D. Tex. Case No. 10-47470) and 15 other affiliates on Nov. 17, 2010. Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation counsel to analyze the potential rights that Vitro may exercise in the United States against the ad hoc group of dissident bondholders and its advisors. A larger group of noteholders known as the Ad Hoc Group of Vitro Noteholders -- comprised of holders, or investment advisors to holders, which represent approximately US$650 million of the Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not among the Chapter 11 petitioners, although the group has expressed concerns over the exchange offer. The group says the exchange offer exposes Noteholders who consent to potential adverse consequences that have not been disclosed by Vitro. The group is represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at White & Case LLP. The U.S. affiliates subject to the involuntary petitions are Vitro Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No. 10- 47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473); Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-47474); Super Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-47475); Super Sky International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47477); Amsilco Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O. Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass, Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC (Bankr. N.D. Tex. Case No. 10-47485). A bankruptcy judge in Fort Worth, Texas, denied involuntary Chapter 11 petitions filed against four U.S. subsidiaries. On April 6, 2011, Vitro SAB agreed to put Vitro units -- Vitro America LLC and three other U.S. subsidiaries -- that were subject to the involuntary petitions into voluntary Chapter 11. The Texas Court on April 21 denied involuntary petitions against the eight U.S. subsidiaries that didn't consent to being in Chapter 11. The U.S. subsidiaries subsequently sold their businesses to an affiliate of Sun Capital Partners Inc. for US$55 million. Kurtzman Carson Consultants is the claims and notice agent to Vitro America, et al. Alvarez & Marsal North America LLC is the Debtors' operations and financial advisor. The official committee of unsecured creditors appointed in the Chapter 11 cases of Vitro America, et al., has selected Sarah Link Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Dallas, Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq., and Alexis Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, as counsel. ================= V E N E Z U E L A ================= BANCO OCCIDENTAL: Fitch Affirms Issuer Credit Ratings at 'B' ------------------------------------------------------------ Fitch Ratings has upgraded Venezuela-based Banco Occidental de Descuento's (BOD) long- and short-term National Scale ratings and revised the Rating Outlook of its international long-term Issuer Default Rating (IDR) to Stable from Negative. Fitch has taken the following rating actions: -- Foreign Currency IDR affirmed at 'B-', Outlook to Stable from Negative; -- Local Currency IDR affirmed at 'B-', Outlook to Stable from Negative; -- Short-Term Foreign Currency IDR affirmed at 'B'; -- Short-Term Local Currency IDR affirmed at 'B'; -- Individual Rating affirmed at 'D/E'; -- Viability Rating affirmed at 'b-'; -- Support Rating affirmed at '5'; -- Support Floor affirmed at 'NF'; -- National long-term rating upgraded to 'BBB-(ven)' from 'BB(ven)'; -- National short-term rating upgraded to 'F3(ven)' from 'B(ven)'. These rating actions are driven by the faster than expected recovery of the bank's capitalization ratios, due to a mix of fresh capital injections and increased, though still volatile, profits. Fitch could upgrade BOD's ratings if sustained and consistent profitability leads to a marked improvement in its Fitch Core Capital ratio. By contrast, Fitch could downgrade BOD's ratings if capital ratios weaken and/or profitability decreases because of lower spreads and/or a deterioration of its asset quality ratios. Despite BOD's systemic importance in the country (as the sixth largest bank with almost 6% of total deposits as of May 2011), Venezuela's sub-investment grade rating (LT FC IDR of 'B+') and the lack of a consistent policy regarding bank support in the past results in a limited probability of support from the government should it be required. Hence, BOD's '5' Support rating (Support Floor 'NF') is similar to that of all privately owned banks in the country. As such, BOD's IDRs are driven by its own financial strength, expressed in its 'b-' Viability Rating. Fresh capital (around VEF875 million paid in May 2011) and retained earnings improved BOD's Fitch Core Capital-to-weighted risks ratio to 4.7% at the end of May 2011 from a low of 2.3% at the end of June 2009. Also, the bank is already committed to complete a similar capital injection in August 2011 that will help to strengthen this ratio even further. Despite those capital injections, this ratio will remain significantly below the average of other large banks in the country and similarly rated international peers (commercial banks with a long-term IDR of 'B- ', 'B' or 'B+') due to the deduction of good will related to the pricey acquisition of a local bank in 2009 (CorpBanca C.A.). Nevertheless, Fitch expects BOD to sustain this improving trend in its capital ratios under a scenario of lower expected growth, modest profitability and an additional capital injection expected to be received in August 2011. The expected merger with is subsidiary Corp Banca C.A. may help to further enhance this trend given its better capitalization ratios and similar profitability ratios. Additionally, some operating cost savings may occur as a product of the merger between these two operating brands. The merger is still pending regulatory approval. Asset quality metrics remains volatile and weak relative to Venezuelan banks and international peers as past due loans reached 5.6% at the end of May 2011, more than twice the domestic banking system average. However, loan loss reserves have grown more than proportionally since 2008 thanks to the aforementioned increase in operating profits. A more challenging operating environment and the bank's past record of impairments suggest that this trend may continue over the medium term. Capital is the Achilles heel of the bank, especially when the sizable burden of intangibles (goodwill and others) is considered (around 75% of its total equity). In the future, BOD's capital base may benefit from the effects of the merger with Corp Banca and a more stable profitability path. In addition, new sizable capital injections may help to narrow its capitalization weakness compared to other banks in the country and international peers. BOD was Venezuela's sixth largest bank at the end of May 2011(4th largest considering only privately owned banks). It has a privileged market share in Venezuela's leading oil-producing region, Zulia state. The bank is controlled by the bank's president through a holding company named Cartera de Inversiones with interests in an ample array of financial and non-financial companies mostly in Venezuela. FERTINITRO FINANCE: Fitch Keeps 'CCC' Rating on US$250MM Bonds -------------------------------------------------------------- Fitch Ratings maintains the 'CCC' rating on FertiNitro Finance Inc.'s (FertiNitro) US$250 million 8.29% secured bonds due 2020 on Rating Watch Negative. The 'CCC' rating reflects FertiNitro's expected payment of US$45.9 million in semi-annual debt service, due Oct. 1, 2011. Fitch maintains the Rating Watch Negative status as FertiNitro and state-owned petrochemical company Pequiven continue to work with relevant parties to reach agreement on the effects of the recent expropriation of FertiNitro. Fitch notes that FertiNitro has stated that it intends to continue meeting its debt obligations. Key Rating Drivers Reduced Debt Burden: A significant decrease in annual debt service levels, from US$91.5 million in 2011 to US$35 million in 2012, is expected to provide flexibility to the structure; Sustained Operating Performance: Fertinitro continues to make capital investments to maintain stable plant operations; Positive Cash Flow: Total cash collections have resulted in nearly US$212 million at the end of July 2011 and restricted cash for debt service is almost complete for the total payment due on October 1st; Exposure to commodity prices: The project is largely exposed to urea and ammonia price volatility. Additionally, Fertinitro may be required to reduce prices at the local market. What Could Trigger a Rating Action? -- Adequate cash flow to continue making debt service payments including US$45.9 million due Oct. 1 2011; -- Continued sustained improvement in plant production levels and minimization of forced outages; -- Progress toward replenishing the debt service reserve fund to equal six months of debt service; -- Domestic sales remain consistent with management's budget and an insignificant portion of total sales; -- No further adverse impacts of government intervention. Security Offshore accounts, project agreements, some real property and some real shares in FertiNitro. Credit Update Fitch expects rating pressure to remain through 2011, as the project reaches its maximum annual debt service requirement of US$91.5 million. The subsequent decline in debt service coincides with the maturity of bank debt separate from the secured bonds. Due to a planned outage for plant overhaul in October and November 2010, the capacity factor for the urea plant declined to 67% in 2010 from 74% in 2009. While management projects the recent major maintenance will result in a 2011 capacity factor of 85% for the urea plant, Fitch projects the capacity factor will be more consistent with 2009 at 74%. FertiNitro, located in the Jose Petrochemical Complex in Venezuela, ranks as one of the world's largest nitrogen-based fertilizer plants, with nameplate daily production capacity of 3,600 MT of ammonia and 4,400 MT of urea. Of total revenues, 80% are derived from urea sales and the remainder from ammonia. FertiNitro is owned 35% by a Koch Industries, Inc. subsidiary, 35% by Pequiven, 20% by a Snamprogetti S.p.A. subsidiary, and 10% by a Cerveceria Polar, C.A. subsidiary. *********** 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, 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 * * *