/raid1/www/Hosts/bankrupt/TCRLA

/raid1/www/Hosts/bankrupt/TCRLA_Public/200121.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, January 21, 2020, Vol. 21, No. 15 Headlines A R G E N T I N A BUENOS AIRES: Moody's Rates New $265.1MM Sr. Unsec. Notes 'Caa2' B R A Z I L MINERVA SA: S&P Alters Outlook to Positive & Affirms 'BB-' ICR TAESA: Moody's Gives Ba1 Global Scale Rating to New BRL300MM Debt D O M I N I C A N R E P U B L I C DOMINICAN REPUBLIC: Digital Economy Won't Be Taxed 'For Now' DOMINICAN REPUBLIC: Disease-Stricken Farms to Get Aid E C U A D O R ECUADOR: Issues $400MM Sovereign Social Bond, With IDB's Support G U A T E M A L A CEMENTOS PROGRESO: Fitch Withdraws BB+ IDRs Due to Repaid Bonds J A M A I C A JAMAICA: TAJ Under Pressure for Not Ensuring Validity of Cheques JAMAICA: Unemployment Rate Down to 7.2% in October M E X I C O BAJA CALIFORNIA: Moody's Withdraws B2 Global Issuer Rating QUALITAS CONTROLADORA: S&P Alters Outlook To Pos, Affirms BB+ ICR P A N A M A LA HIPOTECARIA 14TH NOTES TRUST: Fitch Affirms B Rating on C Notes LA HIPOTECARIA 15TH NOTES TRUST: Fitch Affirms CCC on Class C Notes P E R U CAMPOSOL SA: Fitch Assigns BB- LongTerm IDR, Outlook Stable CAMPOSOL SA: Moody's Rates New $350MM Sr. Unsec. Global Notes Ba3 P U E R T O R I C O J & C CORP: ACM Says Disclosure Statement Lacks Information - - - - - ================= A R G E N T I N A ================= BUENOS AIRES: Moody's Rates New $265.1MM Sr. Unsec. Notes 'Caa2' ---------------------------------------------------------------- Moody's Latin America Agente de Calificacion de Riesgo S.A. assigned a Caa2 -Global Scale foreign currency debt rating- and an B3.ar --National Scale in foreign currency- to the proposed senior unsecured Notes for $265.1 million due July 2020 to be issued by the Province of Buenos Aires. The ratings are in line with the province's long-term foreign currency issuer ratings, which are currently under review for possible downgrade. RATINGS RATIONALE The assigned ratings to the Notes reflect Moody's view that the willingness and capacity of the Province of Buenos Aires to honor these Notes is in line with the province's credit quality as reflected in the Caa2/B3.ar foreign currency issuer ratings. The planned Notes issuance has been authorized by the Provincial Law Nº 15.165 and the article 64 of Provincial Law Nº 13.767. The issuance will consist of one series of notes for US dollars 265,068,715. The notes will be issued and denominated in US dollars. The notes will mature in July 2020 and will amortize fully at maturity. The Province of Buenos Aires will issue the Notes for refinancing purposes. The assigned Caa2/B3.ar ratings to the Notes are based on preliminary documentation received by Moody's as of the rating assignment date. Moody's does not expect changes to the documentation reviewed over this period, nor does it anticipate changes in the main conditions that the Notes will carry. Should issuance conditions and/or final documentation of the Notes deviate from the original ones submitted and reviewed by the rating agency, Moody's will assess the impact that these differences may have on the ratings and act accordingly. WHAT COULD CHANGE THE RATING UP/DOWN The ratings are under review for downgrade. Moody's expects the review period to extend beyond the usual three-month horizon. The review will focus on the evolution of policymaking at the sovereign level in the current context of market volatility. In addition, it will focus on the specific liquidity pressures and fiscal strength of sub-sovereigns amid the expected economic contraction and inflationary pressures. Furthermore, Moody's review for the Province of Buenos Aires will focus on the province's liquidity position, given its short-term maturities in foreign currency, and the outcome of the consent solicitation to delay an amortization payment on the 10.875% notes due 2021. The principal methodology used in these ratings was Regional and Local Governments published in January 2018. =========== B R A Z I L =========== MINERVA SA: S&P Alters Outlook to Positive & Affirms 'BB-' ICR -------------------------------------------------------------- S&P Global Ratings. on Jan. 17, 2020, revised the global and national scale outlook on Minerva S.A. to positive from stable. The positive outlook reflects that it could raise the ratings in the next 12 months if the company maintains a debt to EBITDA consistently below 3.0x while funds from operations (FFO) to debt approaches 20%, which we expect to happen by the end of 2020. S&P also affirmed its 'BB-' global scale and 'brAA+' national scale issuer credit ratings on the company. S&P said, "Minerva expects to raise more than R$1 billion on its primary offering in the next couple of weeks, which could result in it reaching our upgrade triggers faster than expected, likely closing 2020 with debt to EBITDA between 2.5x-2.7x and FFO to debt near 20% amid rising free operating cash flow (FOCF), which could prompt an upgrade in the next 12 months. In our view, this scenario could be even more favorable depending on the impact of the African Swine Flu (ASF) on protein prices and Minerva's cash flow generation, along with the company's commitment to use the cash to reduce debt. For example, we assume an EBITDA margin close to 10% for 2020, but if it ends up 100 basis points higher, it could bring debt to EBITDA to about 2.3x." The main headwind to the company's expected credit quality improvement is the still high interest payments, which have historically pressured coverage ratios. S&P's FFO to debt metric and EBITDA interest coverage still lag behind our forecast debt to EBITDA. However, these metrics could improve if Minerva enhances its capital structure by paying down more expensive debt without jeopardizing the historically high liquidity it holds to deal with industry volatility and peak working capital needs. S&P forecasts a debt reduction of about R$1.5 billion in the next 12 months. Record low interest rates in Brazil and robust cash flow generation should also help lower the cost of debt. The industry's positive momentum has boosted growth appetite among some Brazilian protein producers, with Minerva's closest and largest competitors JBS and Marfrig becoming more active in acquisitions. If Minerva uses the cash raised for major M&A transaction, it will likely postpone its credit quality improvement. The same would occur if it allocates capital for aggressive shareholder remuneration. TAESA: Moody's Gives Ba1 Global Scale Rating to New BRL300MM Debt ----------------------------------------------------------------- Moody's America Latina Ltda. assigned a Ba1 global scale rating and a Aaa.br national scale rating to Transmissora Alianca de Energia Eletrica's (TAESA) new issuance of BRL300 million senior secured debentures with final maturity in December 2044 (8th issuance). Proceeds from this issuance will be used to support investments. Taesa's Ba1/Aaa.br corporate family ratings are unaffected by this rating action. The outlook remains stable. RATINGS RATIONALE The Ba1/Aaa.br ratings assigned to the debentures take into consideration Taesa's: (i) large scale and high asset diversification; (ii) its predictable cash flows supported by long term concessions remunerated with availability-based payments; (iii) the adequate credit metrics for the rating category evidenced by a Funds from Operation (FFO) to Net Debt above 30%, on a pro forma basis for this transaction; and (iv) its robust liquidity position in face of an extended debt maturity profile. Such strengths are tempered by: (i) Taesa's exposure to cost overruns and execution risks related to its portfolio of projects under construction through March 2023, (ii) the expected reduction in regulated revenues on certain existing assets in 2020 and 2021; and (iii) a track record of high dividend payouts above 90% annual net income generation which absorbs a material part of its cash flow generation. The BRL300 million senior secured debentures (8th issuance) are being issued as infrastructure debentures pursuant to law 12,431. Debenture proceeds will support the capital investment requirements and reimbursement of the initial development costs of Sant'Ana Transmissora de Energia S.A. (Sant'Ana), a Taesa fully-owned subsidiary comprising four transmission lines covering 587 kilometers and two substations in the state of Rio Grande do Sul. The concession awarded in December 2018 requires investments of approximately BRL566 million through May 2022. Once operating, the Sant'Ana assets will add approximately BRL61 million to Taesa's contracted Annual Permitted Revenues (RAP) in updated values for the 2019-2020 cycle. The debentures are being issued in a single debt tranche with 25-years until the final maturity in December 2044. The amortization schedule has been customized with principal payments planned to occur on a biannual basis starting in December 2022. The interest will also have biannual payment schedule starting in December 2021, with a fixed cost defined at 4.7442% per year. The principal amount will also be adjusted by inflation (IPC-A). The debentures will benefit from a security package that includes: (i) a fiduciary alienation of Taesa's shares in Sant'Anna; (ii) a fiduciary assignment of the future receivables from the Sant'Anna concession; (iii) the rights over Sant'Anna's concession agreements; and (iv) a fiduciary assignment of the deposits on the centralizing account and the debt service reserve account that will maintain a minimum cash balance to cover the next debt service on the debentures. There are also restrictions for Sant'Anna to issue additional debt and limitations for intercompany loans, among others. Moody's acknowledges the additional credit benefit of the securities assigned to the debentures to enhance the expected recovery for its creditors in an event of default. However, the global scale rating assigned to this issuance is constrained by Taesa's intrinsic credit linkages to Brazil's credit quality given its regulated nature and regional customer base. On a pro-forma basis of the transaction, Taesa's secured debt will represent about 11% of its total debt outstanding. As such, Taesa's consolidated credit profile will continue to encompass a predominantly senior unsecured capital structure. The debentures will be issued at the holding company level, hence will benefit from the substantial cash flow generated by other operating assets directly integrated at the parent level which together account for over 96% of Taesa's asset base and about 70% of the company's prospective operating cash flow generation. Early amortization clauses are in line with Taesa's previous issuances and include non-automatic acceleration in case of default of any obligation above BRL100 million and change of control. RATING OUTLOOK The stable outlook reflects Moody's expectations that Taesa's credit metrics will remain well positioned to its rating category despite a moderate increase in debt to fund acquisitions and higher than historical investments, which is supported by its very stable and predictable cash flow profile inherent to the transmission sector in Brazil. WHAT COULD CHANGE THE RATING UP/DOWN Moody's views Taesa's credit profile linked to that of the Government of Brazil (Ba2 stable) to the extent that the company is exposed to the same economic revenue base and subject to government policies. As a result, an upgrade of Brazil's Ba2 sovereign bond rating could result in an upgrade of Taesa's global scale ratings. Conversely, negative pressure on the sovereign rating or outlook would lead negative pressure on Taesa's ratings. Deviations from the company's growth strategy, including overruns of capital spending or delays in the completion of greenfield projects would be credit negative. A material deterioration in the company's liquidity could also lead to negative rating action. Quantitatively, a prolonged deterioration in the company's credit metrics, such that FFO to Net Debt falls below 20% and FFO interest coverage remains sustainably below 3.5x could also prompt a downgrade. A significant increase in the proportion of secured debt or a decrease in the amount of unencumbered assets that could be used to pay down unsecured debt could also result in a downgrade of Taesa's unsecured debt ratings. Taesa is a power transmission company operating and maintaining around 12,725 km of high voltage (230 to 525kV) transmission lines through 36 concessions with a weighted average remaining concession life of 18 years. As of September 2019, the holding company comprised ten concessions (TSN, Novatrans, ETEO, GTESA, PATESA, Munirah, NTE, STE, ATE e ATE II), fully invested in seven (ATE III, Brasnorte, Sao Gotardo, Mariana, Miracema, Janauba, and Sant'Ana) and held equity participations in the other 19 (through ETAU, Aimores, Paraguacu, Ivaí, Transmineiras, and TBE), of which 27 are operating and nine are currently under construction. In addition, after the planned acquisitions, Taesa will likely expand its portfolio to 13,981 km of transmission lines through 41 concessions. Taesa is controlled by Companhia Energetica de Minas Gerais - CEMIG (B1/Baa1.br, positive) and Interconexion Electrica S.A. E.S.P. (Baa2, stable) which own 21.7% and 14.9% of Taesa's total capital, respectively. The remaining 63.4% shares are free float, traded on the local stock market (BM&FBOVESPA). The principal methodology used in these ratings was Regulated Electric and Gas Networks published in March 2017. =================================== D O M I N I C A N R E P U B L I C =================================== DOMINICAN REPUBLIC: Digital Economy Won't Be Taxed 'For Now' ------------------------------------------------------------ Dominican Today reports that Dominican Republic's Internal Taxes director Magin Diaz said they've been studying how to tax the digital economy for several years, but assured that it won't be any time soon. "There are always two sides of a coin. For example: Airbnb benefits people, but hoteliers are desperate because it's unfair competition, so the public policy maker must balance between not harming hoteliers, but also small consumers," said the official on El Dia, Channel 11, according to Dominican Today. He added that the same is happening with Netflix, pointing out that it is an unfair competition for local operators such as Claro and Altice because they are taxed with ITBIS, selective taxes, among others, the report notes. "So, we have to find a balance, it can't be so little that they don't pay anything," he added. About Dominican Republic The Dominican Republic is a Caribbean nation that shares the island of Hispaniola with Haiti to the west. Capital city Santo Domingo has Spanish landmarks like the Gothic Catedral Primada de America dating back 5 centuries in its Zona Colonial district. The Troubled Company Reporter-Latin America reported on April 4, 2019 that the Dominican Today related that Juan Del Rosario of the UASD Economic Faculty cited a current economic slowdown for the Dominican Republic and cautioned that if the trend continues, growth would reach only 4% by 2023. Mr. Del Rosario said that if that happens, "we'll face difficulties in meeting international commitments." An ongoing concern in the Dominican Republic is the inability of participants in the electricity sector to establish financial viability for the system. Standard & Poor's credit rating for Dominican Republic stands at BB- with stable outlook (2015). Moody's credit rating for Dominican Republic was last set at Ba3 with stable outlook (2017). Fitch's credit rating for Dominican Republic was last reported at BB- with stable outlook (2016). DOMINICAN REPUBLIC: Disease-Stricken Farms to Get Aid ----------------------------------------------------- Dominican Today reports that chicken farmers have yet to control Newcastle disease and should intensify the biosecurity standards on their farms, said Livestock Health (Digega) director Lissette Gomez. Ms. Gomez said poultry farmers must be careful and if they have any suspicion should place the birds in strict quarantine, destroy all infected and exposed birds, complete cleaning and disinfection of the premises, proper disposal of the bodies on site, and perform a sanitary vacuum followed by 21 days without birds before restocking, according to Dominican Today. Agriculture minister Osmar Benitez said they will support 60 small poultry farmers to repopulate their vaccinated chicken farms, but these will belong to the second and third vaccine, the report notes. Mr. Benitez said the farmers must first adhere to the regulations established by Animal Health to receive the aid, the report adds. About Dominican Republic The Dominican Republic is a Caribbean nation that shares the island of Hispaniola with Haiti to the west. Capital city Santo Domingo has Spanish landmarks like the Gothic Catedral Primada de America dating back 5 centuries in its Zona Colonial district. The Troubled Company Reporter-Latin America reported on April 4, 2019 that the Dominican Today related that Juan Del Rosario of the UASD Economic Faculty cited a current economic slowdown for the Dominican Republic and cautioned that if the trend continues, growth would reach only 4% by 2023. Mr. Del Rosario said that if that happens, "we'll face difficulties in meeting international commitments." An ongoing concern in the Dominican Republic is the inability of participants in the electricity sector to establish financial viability for the system. Standard & Poor's credit rating for Dominican Republic stands at BB- with stable outlook (2015). Moody's credit rating for Dominican Republic was last set at Ba3 with stable outlook (2017). Fitch's credit rating for Dominican Republic was last reported at BB- with stable outlook (2016). ============= E C U A D O R ============= ECUADOR: Issues $400MM Sovereign Social Bond, With IDB's Support ---------------------------------------------------------------- Ecuador has issued a Sovereign Social Bond in the international market for $400 million, becoming the first country in the world to make this type of placement. The issuance will serve to boost the government program Casa para Todos, providing access to decent and affordable housing for more than 24,000 medium- or low-income families. It will also mobilize approximately $1.35 billion in investments in the country's housing sector. This issuance is backed by a guarantee from the Inter-American Development Bank (IDB) for $300 million, making the operation highly attractive for international investors and reducing significantly financial costs for Ecuador. The bonds proceeds will be used to provide mortgage loans at a preferential interest rate of 4.99% through the Ecuadorian financial system and a securitization scheme. The issuance is compliant with the Social Bond Principles of the International Capital Markets Association. The beneficiaries of these loans will be low or middle-income individuals who seek to acquire their first and only home, within the following categories: Social Interest Housing (VIS) with a commercial value of up to 177.66 Unified Basic Wages, or up to $71,064. Public Interest Housing (VIP) with a commercial value between 177.67 and 228.42 Unified Basic Wages, or between $71,065 and $91,368. The Representative of the IDB in Ecuador, Fernando Quevedo, said: "It is a great satisfaction to support Ecuador in becoming the first sovereign to issue a social bond, especially because these will be aimed at expanding access to homes for those in need of affordable and sustainable housing. At the same time, the bonds will help activate the economy, as the resources will be channeled to the construction sector, which has a highly dynamic impact on the economy." Importantly, this financing program includes a strong equity component, as 15% of the credits ($150 million) will be delivered for homes with a value of up to $40,000. Juan Antonio Ketterer, chief of the IDB's Connectivity, Markets and Finance Division, said: "This first Sovereign Social Bond is a historic milestone. It demonstrates how new forms of financing can be generated to promote social inclusion and equity." The Casa para Todos program is part of the Government Plan 'Toda una Vida', which foresees the construction of housing solutions for the benefit of Ecuadorian families and thousands of jobs in a revitalized construction sector. As reported in the Troubled Company Reporter-Latin America on Dec. 19, 2019, Egan-Jones Ratings Company, on December 12, 2019, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Republic of Ecuador to CCC+ from B-. ================= G U A T E M A L A ================= CEMENTOS PROGRESO: Fitch Withdraws BB+ IDRs Due to Repaid Bonds --------------------------------------------------------------- Fitch Ratings affirmed and simultaneously withdrawn Cementos Progreso, S.A.'s 'BB+' Long-Term Foreign Currency and Local Currency Issuer Default Ratings. The Rating Outlook on the Foreign Currency IDR is Negative, while the Rating Outlook on the Local Currency IDR is Stable. Fitch has withdrawn Cempro's ratings as the entity has no public debt outstanding and does not intend to issue debt in the near term. Cempro repaid its 2023 notes in full in December of 2019. The ratings were withdrawn as the bonds were repaid early. KEY RATING DRIVERS The ratings affirmation reflects Fitch´s view that there are no material changes to Cempro's credit profile since the last ratings review on June 5, 2019. RATING SENSITIVITIES Rating sensitivities are no longer applicable since the ratings are being withdrawn. ============= J A M A I C A ============= JAMAICA: TAJ Under Pressure for Not Ensuring Validity of Cheques ---------------------------------------------------------------- RJR News reports that Tax Administration Jamaica (TAJ) has come under pressure for not conducting due diligence to ensure that cheques it accepted from taxpayers were valid. As a result, 209 invalid cheques were offered during the 2018-2019 financial year, amounting to $43.816 million, according to RJR News. The cheques were submitted to TAJ at the Constant Spring and Cross Roads collectorates in St Andrew, but they were dishonoured by the bank, the report notes. The revelation was highlighted in the Auditor General's annual report for 2018/19 financial year, the report says. Auditor General, Pamela Monroe Ellis, says the TAJ has advised her Department that steps will be taken to address the weaknesses identified, the report adds. About Jamaica As reported in the Troubled Company Reporter-Latin America on Oct. 1, 2019, S&P Global Ratings, on Sept. 27, 2019, raised its long-term foreign and local currency sovereign credit ratings on Jamaica to 'B+' from 'B'. The outlook is stable. At the same time, S&P Global Ratings affirmed its 'B' short-term foreign and local currency sovereign credit ratings on the country. S&P Global Ratings also raised its transfer and convertibility assessment to 'BB-' from 'B+'. RJR News reported in June 2019 that Steven Gooden, Chief Executive Officer of NCB Capital Markets, warned that the increasing liquidity in the Jamaican economy might result in heightened risk to the financial market if left unchecked. This, he said, is against the background of the local administration seeking to reduce the debt to GDP to 60% by the end of the 2025/26 fiscal year, which will see Government repaying more than J$600 billion which will get back into the system, according to RJR News. JAMAICA: Unemployment Rate Down to 7.2% in October -------------------------------------------------- RJR News reports that the unemployment rate in Jamaica decreased to 7.2% in October last year. This was included in the October 2019 labor force survey by the Statistical Institute of Jamaica (STATIN), according to the report. That means the employed labor force went up by 2.4%, the report notes. Clerks had the largest increase in employment -- 109,400 people -- with women leading the pack, the report adds. About Jamaica As reported in the Troubled Company Reporter-Latin America on Oct. 1, 2019, S&P Global Ratings, on Sept. 27, 2019, raised its long-term foreign and local currency sovereign credit ratings on Jamaica to 'B+' from 'B'. The outlook is stable. At the same time, S&P Global Ratings affirmed its 'B' short-term foreign and local currency sovereign credit ratings on the country. S&P Global Ratings also raised its transfer and convertibility assessment to 'BB-' from 'B+'. RJR News reported in June 2019 that Steven Gooden, Chief Executive Officer of NCB Capital Markets, warned that the increasing liquidity in the Jamaican economy might result in heightened risk to the financial market if left unchecked. This, he said, is against the background of the local administration seeking to reduce the debt to GDP to 60% by the end of the 2025/26 fiscal year, which will see Government repaying more than J$600 billion which will get back into the system, according to RJR News. =========== M E X I C O =========== BAJA CALIFORNIA: Moody's Withdraws B2 Global Issuer Rating ---------------------------------------------------------- Moody's de Mexico S.A. de C.V withdrawn the B2 (Global Scale, local currency) and Ba1.mx (Mexico's National Scale) issuer ratings of the State of Baja California. Moody's has also withdrawn the negative outlook and the b2 Baseline Credit Assessment (BCA). Moody's decided to withdraw the ratings for its own business reasons. QUALITAS CONTROLADORA: S&P Alters Outlook To Pos, Affirms BB+ ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook on the global and national scale ratings on the three entities (together, Qualitas): Qualitas Controladora S.A.B. de C.V. (QualCon), Qualitas Compania de Seguros, S.A. de C.V. y Subsidiarias (Qualitas Compania), and Qualitas Insurance Company (QIC). S&P also affirmed its global scale 'BB+' issuer credit rating on QualCon. In addition, S&P affirmed its national scale 'mxAA+' long-term issuer credit and financial strength ratings, and short-term 'mxA-1+' issuer credit rating on Qualitas. At the same time, S&P affirmed its 'BBB-' issuer credit and financial strength ratings on QIC. S&P said, "Our ratings on Qualitas reflect our opinion of its strong brand recognition, leading position in the Mexican auto insurance market, as well as its solid profitability. However, its operations are based mostly in a single country, Mexico, and single line of business limit the ratings. Our ratings also reflect our expectation that Qualitas' net income for the next two years will be similar to 2019 (measured as of September 2019), which will support its capitalization above our 'BBB' benchmark, according to our capital model. The company's record of somewhat aggressive capital management, including high dividend payouts, limit our assessment, although consistency of earnings and stability of its capital adequacy could lead to an upgrade." The company continues to report strong earnings. Based on September 2019 figures, Qualitas is likely to report the higher net income for that year than in the past five years. S&P said, "This further supports our view of Qualitas' strengthening capital. Therefore, we consider its capital adequacy will be redundant with respect to our 'BBB' rating category threshold in the next two years. In recent years, Qualitas operated with relatively thin capitalization levels. In particular, we consider dividend payments have become more predictable, and we expect them to be about 85 cents per share for our forecast period. However, Qualitas' excess capital will likely result in additional dividend payments, an increase in its stock repurchase fund, or a combination of both in 2020. Based on our capital model, Qualitas' capital adequacy would remain above our 'BBB' category even if paid 1.7 cents per share (double our base-case assumption) this year. We also consider that Qualitas will keep its regulatory capital ratio at least at 1.5x the minimum required. As of September 2019, its regulatory ratio was 4.49x, according to the company's figures. In addition, Qualitas maintains sound liquidity. We expect its liquidity ratio will remain above 120% in the next two years." =========== P A N A M A =========== LA HIPOTECARIA 14TH NOTES TRUST: Fitch Affirms B Rating on C Notes ------------------------------------------------------------------ Fitch Ratings affirmed the ratings on the notes issued by La Hipotecaria Fourteenth Mortgage-Backed Note Trust. The Rating Outlook on the notes is Stable. RATING ACTIONS La Hipotecaria Fourteenth Mortgage-Backed Notes Trust Class A; LT BBBsf Affirmed; previously at BBBsf Class B; LT B+sf Affirmed; previously at B+sf Class C; LT Bsf Affirmed; previously at Bsf TRANSACTION SUMMARY As of Oct. 31, 2019, the notes are backed by a $56.1 million pool of residential mortgages to lower-middle-income borrowers in Panama (Issuer Default Rating [IDR] BBB/Stable; Country Ceiling [CC] A) by Banco La Hipotecaria S.A. (La Hipotecaria). Fitch's ratings address the likelihood of timely payment of interest on a monthly basis and ultimate payment of principal by legal final maturity in September 2046 for the series A notes, and ultimate payment of interest and principal for series B and C notes. KEY RATING DRIVERS Asset Analysis: The current portfolio is composed by 2,090 mortgage loans. The average Original Loan-to-Value (OLTV) for the portfolio is 84.2% while the average Current Loan-to-Value (CLTV) is 69.5%. Delinquencies are maintained at low levels due to the fact that 78.1% of the current portfolio benefits from direct deduction on the borrower pay checks. Cumulative +180-day delinquency level has only reached 0.03% of the original pool balance, lower than the 0.2% initially assumed by Fitch for the base case for the same period of time. As of Oct. 31, 2019, only 1 loan has reached a delinquency level of 180+ days. Prepayments have been in line with Fitch expectation averaging 4.4% over the life of the transaction. Cash Flow Analysis: Credit Enhancement (CE) has increased during the last year due to the sequential nature of the structure. CE for the class A notes has increased to 8.6% up from 8.0% observed at closing in February. The CE levels for the class B notes has increased to 2.2% up from 2.0% and class C notes have increased to 0.03% from 0.00%. Although both the class B and class C notes pass 'B+sf' stresses, the class C notes remain at 'Bsf' due to their subordination in the structure. Operational Risk: Pursuant to the servicer agreement, Grupo ASSA, S.A. (the primary servicer), rated 'BBB-'/Stable by Fitch, hired Banco La Hipotecaria, S.A. (the sub-servicer) to be the servicer for the mortgages. Fitch has reviewed Banco La Hipotecaria's systems and procedures and is satisfied with its servicing capabilities. These capabilities are also demonstrated through historical asset performance. Additionally, Banco General S.A., rated 'BBB+'/Stable by Fitch, has been designated as back-up servicer in order to mitigate the exposure to operational risk. Sovereign LC IDR: As of Feb. 25, 2019, Panama's Issuer Default Ratings are 'BBB'/Stable and its Country Ceiling is 'A'. The rating is constrained by Panama's sovereign rating due to the portfolios exposure to the sovereign. About 33% of the residential mortgages were granted to public sector employees. While the series A notes are actually rated at the IDR level according to its current structure, the ratings could potentially go up to the CC if there are continuous increases in credit enhancement. Counterparty Risks: The Issuer Account Bank is Banco General (BBB+). Replacement language is included on the transaction documents as well as a rating threshold for this counterparty of 'BBB' and replacement timing of 60 days. RATING SENSITIVITIES Expected impact on the note rating of increased defaults (series A): Standard Assumptions: 'BBBsf' Increase base case defaults by 15%: 'BBBsf' Increase base case defaults by 30%: 'BBB-sf' Expected impact on the note rating of increased defaults (series B): Standard Assumptions: 'B+sf' Increase base case defaults by 15%: 'B+sf' Increase base case defaults by 30%: 'B+sf' Expected impact on the note rating of increased defaults (series C): Standard Assumptions: 'Bsf' Increase base case defaults by 15%: 'Bsf' Increase base case defaults by 30%: 'Bsf' Expected impact on the note rating of decreased recoveries (series A): Standard Assumptions: 'BBBsf' Reduce base case recovery by 15%: 'BBBsf' Reduce base case recovery by 30%: 'BBBsf' Expected impact on the note rating of decreased recoveries (series B): Standard Assumptions: 'B+sf' Reduce base case recovery by 15%: 'B+sf' Reduce base case recovery by 30%: 'B+sf' Expected impact on the note rating of decreased recoveries (series C): Standard Assumptions: 'Bsf' Reduce base case recovery by 15%: 'Bsf' Reduce base case recovery by 30%: 'Bsf' Expected impact on the note rating of multiple factors (series A): Standard Assumptions: 'BBBsf' Increase base case defaults and reduction in base case recovery by 15%: 'BBB-sf' Increase base case defaults and reduction in base case recovery by 30%: 'BB+sf' Expected impact on the note rating of multiple factors (series B): Standard Assumptions: 'B+sf' Increase base case defaults and reduction in base case recovery by 15%: 'B+sf' Increase base case defaults and reduction in base case recovery by 30%: 'Bsf' Expected impact on the note rating of multiple factors (series C): Standard Assumptions: 'Bsf' Increase base case defaults and reduction in base case recovery by 15%: 'Bsf' Increase base case defaults and reduction in base case recovery by 30%: 'Bsf' Additionally, the ratings assigned to the series notes are sensitive to the credit quality of the Panamanian sovereign. Default and recovery stresses on the mortgage portfolio for a given rating increase at a faster rate the more the rating goes up and diverges from that of the sovereign entity. Material increases in the frequency of defaults and loss severity on defaulted receivables could produce loss levels greater than Fitch's base case expectations, which in turn may result in negative rating actions on the notes. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of 3 - ESG issues are credit neutral or have only a minimal credit impact on the La Hipotecaria Fourteenth Mortgage-Backed Notes Trust either due to their nature or the way in which they are being managed. La Hipotecaria Fourteenth Mortgage-Backed Notes Trust has an ESG Relevance Score of 4 for Human Rights, Community Relations, Access & Affordability due to Accessibility to affordable housing, which has a positive impact on the credit profile, and is relevant to the ratings in conjunction with other factors. LA HIPOTECARIA 15TH NOTES TRUST: Fitch Affirms CCC on Class C Notes ------------------------------------------------------------------- Fitch Ratings affirmed the ratings on to the notes issued by La Hipotecaria Fifteenth Mortgage-Backed Note Trust as indicated. The Rating Outlook on the notes is Stable. RATING ACTIONS La Hipotecaria Fifteenth Mortgage-Backed Notes Trust Class A; LT Bsf Affirmed; previously at Bsf Class B; LT CCCsf Affirmed; previously at CCCsf Class C; LT CCCsf Affirmed; previously at CCCsf TRANSACTION SUMMARY As of Oct. 31, 2019, the notes were backed by a $37.3 million pool of residential mortgages to borrowers in El Salvador (Issuer Default Rating [IDR] B-/Stable; Country Ceiling [CC] B) by La Hipotecaria S.A. de C.V. (La Hipotecaria). Fitch's ratings address the likelihood of timely payment of interest on a monthly basis and ultimate payment of principal by legal final maturity in July 2047 for the series A notes, and ultimate payment of interest and principal for series B and C notes. KEY RATING DRIVERS Asset Analysis: The current portfolio is composed by 799 mortgage loans. The average Original Loan-to-Value (OLTV) for the portfolio is 86.8% while the average Current Loan-to-Value (CLTV) is 81.0%. Delinquencies are maintained at low levels due to the fact that 73.1% of the current portfolio benefits from direct deduction on the borrower pay checks. Cumulative +180-day delinquency level has only reached 0.0% of the original pool balance, lower than the .2% initially assumed by Fitch for the base case for the same period of time. As of Oct. 31, 2019, no loan has reached a delinquency level of 180+ days. Prepayments have been in line with Fitch expectation averaging 4.7% since the issuance. Cash Flow Analysis: Credit Enhancement has increased during the last year due to the sequential nature of the structure. CE for the class A notes has increased to 12.9% up from 12.0% observed at closing in February. The CE levels for the class B notes has increased to 2.6% up from 2.0% and class C notes have increased to 0.4% from 0.0%. Operational Risk: Pursuant to the servicer agreement, Grupo ASSA, S.A. (the primary servicer), rated 'BBB-'/Stable by Fitch, hired Banco La Hipotecaria, S.A. (the sub-servicer) to be the servicer for the mortgages. Fitch has reviewed Banco La Hipotecaria's systems and procedures and is satisfied with its servicing capabilities. These capabilities are also demonstrated through historical asset performance. Additionally, Banco General S.A., rated 'BBB+'/Stable by Fitch, has been designated as back-up servicer in order to mitigate the exposure to operational risk. Sovereign IDR: El Salvador's Long Term IDR was affirmed on June 17, 2019 at 'B-' and it's CC at 'B'. According to Fitch's 'Structured Finance and Covered Bonds Country Risk Rating Criteria' (October 2018), the ratings of Structured Finance notes cannot exceed the CC of the country of the assets, unless the T&C risk is mitigated. While the transaction has sufficient credit enhancement to be rated above the country's IDR, the T&C risk is not mitigated, so the ratings remain constrained by the CC and ultimately linked to the ratings of El Salvador. Counterparty Risks: The Issuer Account Bank is Banco General (BBB+). Replacement language is included on the transaction documents as well as a rating threshold for this counterparty of 'BBB' and replacement timing of 60 days. RATING SENSITIVITIES Expected impact on the note rating of increased defaults (series A): Current rating: 'Bsf' Increase base case defaults by 15%: 'Bsf' Increase base case defaults by 30%: 'Bsf' Expected impact on the note rating of increased defaults (series B): Current rating: 'CCCsf' Increase base case defaults by 15%: 'CCCsf' Increase base case defaults by 30%: 'CCCsf' Expected impact on the note rating of increased defaults (series C): Current rating: 'CCCsf' Increase base case defaults by 15%: 'CCCsf' Increase base case defaults by 30%: 'CCCsf' Expected impact on the note rating of decreased recoveries (series A): Current rating: 'Bsf' Reduce base case recovery by 15%: 'Bsf' Reduce base case recovery by 30%: 'Bsf' Expected impact on the note rating of decreased recoveries (series B): Current rating: 'CCCsf' Reduce base case recovery by 15%: 'CCCsf' Reduce base case recovery by 30%: 'CCCsf' Expected impact on the note rating of decreased recoveries (series C): Current rating: 'CCCsf' Reduce base case recovery by 15%: 'CCCsf' Reduce base case recovery by 30%: 'CCCsf' Expected impact on the note rating of multiple factors (series A): Current rating: 'Bsf' Increase base case defaults and reduction in base case recovery by 15%: 'Bsf' Increase base case defaults and reduction in base case recovery by 30%: 'Bsf' Expected impact on the note rating of multiple factors (series B): Current rating: 'CCCsf' Increase base case defaults and reduction in base case recovery by 15%: 'CCCsf' Increase base case defaults and reduction in base case recovery by 30%: 'CCCsf' Expected impact on the note rating of multiple factors (series C): Current rating: 'Bsf' Increase base case defaults and reduction in base case recovery by 15%:'CCCsf' Increase base case defaults and reduction in base case recovery by 30%: 'CCCsf' Additionally, the ratings of the notes are sensitive to changes in the credit quality of El Salvador's (especially in its CC). A further upgrade or downgrade of El Salvador's ratings, specifically its country ceiling (B), could lead to an upgrade or downgrade on the notes. In addition, severe increases in foreclosure frequency and prepayments as well as reductions in recovery rates could lead to a downgrade of the notes. In addition to this, and according to the 'Structured Finance and Covered Bonds Country Risk Rating Criteria', El Salvador has a limit above sovereign LC IDR of three notches, but Fitch would need to consider that the transaction is capped at the CC. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of 3 - ESG issues are credit neutral or have only a minimal credit impact on the La Hipotecaria Fifteenth Mortgage-Backed Notes Trust either due to their nature or the way in which they are being managed. ======= P E R U ======= CAMPOSOL SA: Fitch Assigns BB- LongTerm IDR, Outlook Stable ----------------------------------------------------------- Fitch Ratings assigned first-time 'BB-' Long-term Foreign and Local Currency Issuer Default Ratings to Camposol S.A. and Csol Holding Ltd. In addition, Fitch has assigned a 'BB-(EXP)' rating to the USD350 million senior unsecured notes issued by Camposol S.A. and guaranteed by Csol Holding Ltd. The Rating Outlook is Stable. Proceeds from the notes will be used to refinance existing debt. KEY RATING DRIVERS Leading Position in Peru: Camposol is a vertically integrated producer of food products such as avocados, blueberries, tangerines, mangoes and grapes. The company controls the entire value chain: research and product development, growing fields, processing facilities, and sales and distribution channels. Camposol benefits from the worldwide trend of consuming healthier and more convenient products. The company's most profitable products are blueberries and avocados. Direct to retail sales represented 43% of revenues for the LTM ending Sept. 30, 2019. North America is the company's most important market, accounting for 59% of revenues, while Europe and Asia account for 29% and 10%, respectively. Leverage: Fitch expects the company's net leverage to be in the 2.0x-2.5x range during 2020, which is a decline from 3.2x in 2019. Camposol's EBITDA is projected to fall to USD120 million in 2019 from USD153 million in 2018. For 2020, Fitch is projecting that the company's EBITDA will climb above USD170 million. Growth during 2020 is due to higher planted hectares and the recovery of avocado yields, as about 60% of the fields are in the high-yield phase. Camposol's strong 2018 performance was due to higher volumes of blueberries, as well as secondary products like grapes, mangoes and tangerines. Performance in 2019 was hindered by lower avocado production due to lower yields as avocados are subject to an alternate bearing cycle, which was intensified by high production in previous years, and a delay in blueberry harvesting. High Investment: Fitch expects Camposol to generate low FCF after dividends and interest payments due to the acquisition of land and investments in fields for blueberries, avocados and other crops such as tangerines in the future. Fitch expects Camposol to invest heavily over the next two years due to the group's expansion plan outside of Peru. The company's expansion into Colombian avocado production will allow it to supply the U.S. and other Northern Hemisphere markets during periods when output is low in Peru. Operating profit contribution from new crops and overseas operations will be limited over the next two years, as planted crops need time to reach maturity. IPO and Shareholder Support: Camposol may contemplate an IPO in the mid-term, depending upon market conditions. Fitch would view the IPO positively, as it is intended to accelerate the company's expansion by using equity and allows the company to diversify its sources of funding as well as corporate governance. Exposure to Price and Climatic Risks: Camposol is exposed to price and production yield fluctuation, and external factors such as the El Nino or La Nina weather phenomena, which could damage cause logistical issues. In the last five years, the company has faced several El Nino phenomena, but the negative impact has been limited due to the location of the plantations, far from the mountains, which mitigate normal agricultural risks (heavy rains, frost, heat waves, hail) as well as possibilities of landslides. Fitch views positively the investments in a new plantation outside Peru as it will ultimately reduce production risk. DERIVATION SUMMARY Camposol's rating reflects the company's medium-sized operational scale. Camposol displays a business profile that is unique in Fitch's commodity rated portfolio due to the nature of products sold (avocados, blueberries and others); other peers are mainly in the sugar and ethanol segments such as Jalles Machado (BB-) or Corporacion Azucarera del Peru (B). Camposol operates in a high-risk commodity industry where performance is subject to external shocks such as climatic events, plant disease, natural disasters and potential supply and demand imbalances creating yield and price volatility of its products. Camposol S.A. ratings are linked to Csol Holding ltd due to the strong legal, operational and strategic linkage. Camposol S.A. is the main operating subsidiary of Csol holding Ltd and the senior unsecured bonds issued Camposol S.A. are guaranteed by Csol holding Ltd. Both entities are operated by the same executives' team. KEY ASSUMPTIONS Fitch's Key Assumptions Within the Rating Case for the Issuer -- EBITDA of about USD120 million in 2019; -- Refinancing of the existing debt by the new unsecured bond issuance; -- Net debt/EBITDA trending toward 2.0x-2.5x by 2020. RATING SENSITIVITIES Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Improved geographical diversification of the production base; -- Net leverage below 2.0x on a sustained basis; -- IPO of the company and debt repayment; -- Strong positive FCF. Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Net leverage above 3.0x on a sustained basis; -- EBITDA interest expense coverage below 2.0x; -- Failure to refinance the secured debt with the existing bond; -- Weak liquidity. LIQUIDITY Adequate Liquidity: Camposol's liquidity is adequate due to its cash on hand and good access to local banks to finance working capital requirements. The company's debt is mainly composed of working capital lines with secured banks lines that the company intends to refinance with the launch of the new unsecured bond. The upcoming debt refinancing will enhance the group's financial flexibility due to the release of collaterals. ESG CONSIDERATIONS: Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of 3 - ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Camposol has an ESG Relevance Score of 4 on governance for ownership concentration due to the control of the company by the Dyer Coriat family. FULL LIST OF RATING ACTIONS Fitch has assigned the following first-time ratings: Csol Holding Ltd - Long-Term Foreign-Currency IDR 'BB-'; - Long-Term Local-Currency IDR 'BB-'. Camposol S.A. - Long-Term Foreign-Currency IDR 'BB-'; - Long-Term Local-Currency IDR 'BB-'; - Senior unsecured debt 'BB-(EXP)'. The Rating Outlook is Stable. CAMPOSOL SA: Moody's Rates New $350MM Sr. Unsec. Global Notes Ba3 ----------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to Camposol S.A.'s proposed seven-year $350 million senior unsecured global notes. At the same time, Moody's assigned a Ba3 corporate family rating to Camposol. The outlook is stable. The notes will be unconditionally and irrevocably guaranteed by Camposol's ultimate parent company, CSOL Holding Ltd. The proceeds of the notes will be used entirely to refinance existing debt. The rating assumes that the issuance will be successfully completed and that the final transaction documents will not be materially different from draft legal documentation reviewed by Moody's to date. It also assumes that these agreements are legally valid, binding and enforceable. RATINGS RATIONALE Camposol's Ba3 ratings reflect its position as a vertically integrated producer of fresh and frozen fruits, its portfolio of fruits with increasing demand, its adequate credit metrics, and the expertise of its senior management team. The ratings are constrained by Camposol's modest geographic diversification, with currently most of its productive assets concentrated in Peru, its relatively small size compared to industry peers, its exposure to weather events, and the commoditized and cyclical nature of the company's main selling fruits. The Ba3 ratings assume the successful issuance of the proposed $350 million bonds, with proceeds being used to refinance its long-term debt maturities due 2021 and beyond, and that the company will maintain adequate liquidity. Moody's considers that Camposol has a business model that will allow it to capture increasing demand in the avocado and blueberry markets. The company's strategy to focus primarily on avocados and blueberries, -- fruits which demand has increased over recent years and that is expected to continue growing; the planned expansion of its planted hectares; a distribution channel that allows it to sell directly to large retailers; and its strategy to sell blueberries in the US market during the fall and winter months, when local production declines and demand remains high; place the company in a good position to capture demand growth. The company has a modest geographic diversification with most of its productive assets currently located in Peru. Camposol owns around 17,400 hectares of land, out of which 8,246 hectares are planted with avocado (49%), blueberry (29%), tangerine (10%) and other fruits (12%) such as grapes, mango, persimmon and lemon. The company concentrates its planted land in Peru (A3 stable) where it has 79% of its total planted hectares. Nonetheless, the company plans to increase its planted hectares while increasing its geographic diversification. By 2024, Camposol plans to have 55% of its planted fields in Peru, 36% in Colombia, 8% in Uruguay, and 1% in Chile. Pro-forma for the proposed notes and debt refinancing, Camposol would have a comfortable debt maturity profile with $18 million due in 2020, $18 million due in 2021, and $373 million in 2027 when the proposed $350 million senior notes are due. The company does not have committed credit facilities, which are not a standard practice in Peru. Nonetheless, it finances its working capital requirements with advised credit facilities. In addition, Moody's estimates that the company will generate positive free cash flow (cash from operations minus dividends and capital expenditures) in 2020-2022. Moody's also estimates that Camposol's adj. debt/EBITDA will remain close to 2.3x by year end 2020 and decline towards 2.1x by year end 2021. Camposol's EBITA/Interest expense will remain strong above 5.5x in 2020-2021. The stable outlook assumes that the company will be able to maintain adequate credit metrics and liquidity over the next 12-18 months. Moody's does not foresee an upgrade in the near future given the company's relatively small size. Longer term, the ratings could be upgraded if the company were to materially increase its size and geographic diversification, while maintaining strong liquidity with positive free cash flow and adj. debt/EBITDA below 2.5x. The ratings could be downgraded if Camposol's liquidity worsens or if it is unable to timely and successfully refinance long-term debt maturities. A deterioration in credit metrics such that Camposol's adj. debt/EBITDA increases consistently over 3.5x or adj. EBITA/Interest expense declines below 4.0x could also lead to a downgrade. The principal methodology used in these ratings was Protein and Agriculture published in May 2019. Based in Lima, Peru, Camposol S.A. is the main operating subsidiary of CSOL Holding Plc. and a vertically integrated producer of branded fresh fruit; it also has a small portfolio of frozen fruit accounting for 8% of sales. Camposol's main products are avocados, blueberries, and easy-peel tangerines which it sells to the largest retailers and wholesalers in the world. Camposol exports its products to North America (59% of revenues), Europe (29%), Asia (10%) and the rest of the world (2%). Camposol reported revenues of $346 million over the twelve months ended September 30, 2019. ===================== P U E R T O R I C O ===================== J & C CORP: ACM Says Disclosure Statement Lacks Information ----------------------------------------------------------- ACM CCSC OB VII Cayman Asset Company objects to the final approval of the Disclosure Statement of debtor J & C Corporation, Inc. dated Nov. 27, 2019. In its objection ACM points out that: * The Disclosure statement states that the main source of income to fund the plan derives from government contracts, but no information is provided as to existing contracts and their term of expiration. Only executory contracts for utilities with AAA and AEE were listed in the Schedules and were assumed in section 6.01 of the Plan. * The Disclosure statement assigns a value of $150,000 to a Lot 565 which is one of the 3 real estate properties that is part of ACM's collateral. No appraisal of the real estate property was included. * Aggregated value of ACM's Collateral as per the Schedules filed is different from the value assigned in the Disclosure Statement. Schedule D, filed by Debtor indicated the total aggregated value of the 3 real estate properties that comprise ACM's collateral was $390,000, but the Disclosure statement, without any explanation changed that amount to $350,000.00. A full-text copy of ACM CCSC's objection is available at https://tinyurl.com/tegvenf from PacerMonitor.com at no charge. ACM CCSC is represented by: ANGEL ALICEA & ASOCIADOS LAW OFFICES Maria S. Jimenez Melendez 500 MUNOZ RIVERA AVENUE EL CENTRO I 211-214, HATO REY, P.R. 00918 Tel: 756-6600 Fax: 756-6829 E-mail: quiebra@prw.net About J & C Corporation J & C Corporation Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 19-04176) on July 24, 2019. At the time of the filing, the Debtor was estimated to have assets of between $500,001 and $1 million and liabilities of between $100,001 and $500,000. The case is assigned to Judge Mildred Caban Flores. The Debtor tapped Modesto Bigas Mendez, Esq., as its legal counsel. ********* 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., Washington, D.C., USA, Marites O. Claro, Joy A. Agravante, Rousel Elaine T. Fernandez, Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman, Editors. Copyright 2020. 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$775 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 Peter A. Chapman at 215-945-7000. . * * * End of Transmission * * *