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       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, February 1, 2022, Vol. 23, No. 17

                           Headlines



A R G E N T I N A

ARGENTINA: Agrees to New Financing Deal With IMF
PAN AMERICAN: Fitch Alters Outlook on 'BB-' LT IDR to Stable


B R A Z I L

BRAZIL: Posts -$3.9 Bil. Foreign Direct Investment in December
BRAZIL: Sao Paulo Court Bans Health Professionals From Striking
MV24 CAPITAL: Fitch Affirms BB+ Rating on Sec. Notes, Outlook Neg.


C H I L E

LATAM AIRLINES: Didn't Give $13B Offer a Fair Shot, Azul Says


C O L O M B I A

GRUPO SURA: Fitch Affirms 'BB+' LT IDRs, Outlook Stable
PATRIMONIO AUTONOMO: Fitch Gives 'BB+(EXP)' to Loans and Notes


D O M I N I C A N   R E P U B L I C

AEROPUERTOS DOMINICANOS: S&P Hikes ICR to 'BB-', Outlook Stable
DOMINICAN REPUBLIC: Inflation Causes Sore Spots for Consumers


M E X I C O

GRUPO AEROMEXICO: Egan-Jones Keeps D Senior Unsecured Ratings


P E R U

PESQUERA EXALMAR: S&P Withdraws 'CCC+' LT Issuer Credit Rating


T R I N I D A D   A N D   T O B A G O

TRINIDAD & TOBAGO: Food Prices 6.1% Higher in November

                           - - - - -


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A R G E N T I N A
=================

ARGENTINA: Agrees to New Financing Deal With IMF
------------------------------------------------
Buenos Aires Times reports that President Alberto Fernandez said
Argentina, after months of negotiations, has reached a credit
agreement with the International Monetary Fund that will allow the
country access to new financing and buy it time to help it repay
its US$44.5 billion debt stemming from a 2018 bailout.  It also
provides the first framework of an economic plan under President
Fernandez, who has opted to govern through a patchwork of
short-term policies, the report notes.

Argentina was due this year to pay back US$19 billion of its
US$44-billion debt to the IMF, the report notes.  Fernandez said
the country had been living with "a rope around its neck, a sword
of Damocles, and now it has a path it can follow," the report
relays.

"I want to announce that the government of Argentina has reached an
agreement with the International Monetary Fund," said Fernandez.

According to the report, Fernandez called the agreement
"reasonable," saying the deal with the multilateral lender would
"put the present in order and build a future."

Main points of the agreement:

   -- Argentina will aim for a primary fiscal deficit of 2.5% in
2022, 1.9% in 2023 and 0.9% in 2024

   -- Plans to reduce Central Bank assistance to the Treasury to 1%
of GDP in 2022, 0.6% in 2023, and "near zero" in 2024

   -- Argentina will continue with FX policy currently in place,
without large devaluation jumps

   -- The plan targets US$5 billion in additional foreign reserves
in 2022

   -- Government won't seek labor reform or privatize public
companies

   -- Argentina will continue with price controls as part of its
inflation strategy

   -- Plan also targets positive real interest rates

Argentina has pledged to slowly reduce its fiscal deficit and cut
the Central Bank's financing of the Treasury as part of an economic
program agreed with the IMF, Economy Minister Martin Guzman has
revealed, according to the report.  The report notes the IMF deal
would give Argentina at least a 4-1/2-year grace period before
starting to pay back its debt, he added.

"This decision opens a path we can walk, and will allow us to take
other steps toward a country with more work," Guzman told reporters
in Buenos Aires.  "We reached the best agreement we could
achieve."

The deal still needs to be approved by the country's Congress and
the IMF's board of directors.  

                        Repayments

The announcement came on the same day the government made a
US$730-million repayment, the first capital maturity of the year,
to the multilateral lender, the report discloses.  Another US$370
million was due to be paid, the report says.

According to the terms of the record 2018 credit-line signed with
the Mauricio Macri administration, Argentina was due to pay back
US$19 billion in total this calendar year. The country then faced
repayments of US$20 billion next year and a further US$4 billion in
2024, the report relates.

The government had repeatedly said the repayment schedule was
unsustainable given their lack of Central Bank reserves, and was
pushing to restructure the timetable, the report notes.

"We had an unpayable debt that left us without a present or future,
and now we have a reasonable deal that will allow us to grow [the
economy] and fulfil our obligations throughout our growth," said
Fernandez. "This understanding plans to sustain the economic
recovery that has already begun," the report relays.

The main difference between Argentina's new and old deal lies in
the payment deadlines: while the stand-by arrangement concentrated
maturities between 2022 and 2024, the new extended fund facilities
agreement will extend those deadlines to the period from 2026 to
2032, the report discloses.

International Monetary Fund Managing Director Kristalina Georgieva
said she was "encouraged by today's progress between IMF staff and
Argentina's authorities," the report relays.

                         'No Austerity'

Fernandez said the deal crucially would not force the government to
reduce public spending and would allow it to increase investment in
public works, factors he hopes will calm the concerns of opponents
in his ruling coalition, the report notes.

Hardline Kirchnerite lawmakers had even floated the idea of
default, suggesting it would not be the worst of outcomes, the
report discloses.

"Compared to previous ones Argentina signed, this deal does not
include restrictions that would delay our development," declared
Fernandez, the report relays.

Under the new deal, Argentina has committed to progressively
reducing its fiscal deficit from 3% in 2021 to just 0.9% in 2024,
Guzman confirmed, the report relays.  The gradual reduction -- to
2.5% in 2022 and 1.9% in 2023 -- would "not prevent the recovery"
of the economy, said the minister, the report notes.

It would also allow for public spending to evolve "without an
adjustment," a reference to austerity measures. The government has
enforced strict exchange controls since coming to power in 2019,
the report discloses.

Argentina has also agreed to reduce monetary emission, trimming the
Central Bank's assistance to the National Treasury, the report
says.  In 2021, monetary financing to the Treasury ended at around
3.7 points of GDP, which was a reduction from the 7.3 points of
monetary financing, recorded at the worst moment of the pandemic in
2020," said the minister, the report adds.

The government will also "strengthen tax administration" and
"attack tax evasion and implement measures to attack the problem of
money-laundering," added Guzman.

The new deal provides for a US$5-billion increase in Argentina's
international reserves, which currently stand at about US$38
billion, the report notes.

"The negotiations were really difficult," said Guzman. "We worked
very hard politically and technically," the report discloses.  "It
is the best agreement that could be reached," he concluded.

Markets reacted favorably to news of the deal, with the so-called
'blue' dollar dropping from 221 to 212 pesos per greenback. The
Buenos Aires Stock Exchange closed up 2.67% and Argentine stocks on
Wall Street gained between 7% and 9%, the report says.

In 2018, former president Mauricio Macri agreed a record
US$50-billion stand-by agreement with the IMF, which was later
extended to US$57 billion. But the loan, the largest in the Fund's
history, did not stabilize Argentina's economy, the report relays.


When Fernandez took office in December 2019, he refused to accept
the final US$13-billion disbursement, the report discloses.

After successfully restructuring a US$66-billion debt with private
international creditors in 2020, Argentina began negotiations with
the IMF to delay repayments, the report relates.

Guzman said the new agreement would not be ready for a few weeks as
the two sides needed work on the "memorandums of understanding,"
the report discloses.  But Guzman said the repayments would start
four years after the agreement is finalized and end six years after
that

From the beginning, the government insisted that the path to
reducing its fiscal deficit was through economic growth rather than
reducing public spending, the report discloses.

Macri had introduced unpopular austerity measures to comply with
the terms of the IMF bailout, but despite initial signs these were
stabilizing the economy, he was unable to halt soaring inflation
and poverty, the report relays.

The report says the country experienced three years of recession
until registering a 10% increase in GDP in 2021, although the
economy had shrunk by as much the previous year as it suffered the
worst effects of the coronavirus pandemic.

"Argentina achieved the same thing with the IMF as it did in 2020
with private creditors: kicking the ball forward. The only big
difference is that the IMF itself is going to refinance the
payments," economic analyst Sebastian Maril told AFP.  "You can
celebrate but our problems will be to be able to meet the goals and
see how we pay all the debts we kicked," the report relays.

"The agreement is good news for Argentina and for the IMF. Neither
wanted a long, hard fight," analyst Benjamin Gedan of the Wilson
Center in Washington told the same agency, the report notes.

If the deal gets approved, Argentina must abide by the budget
targets in the program and pass quarterly reviews with IMF staff in
order to keep receiving debt relief. That's a difficult task with
next year's presidential election, and a ruling coalition divided
after its loss in the midterms, the report says.

"It's clearly a step in the right direction," said Edwin Gutierrez,
a portfolio manager at Aberdeen Asset Management in London told
Bloomberg. "But as with all IMF deals with Argentina, this one is
fraught with implementation risk," the report relays.

                      About Argentina

Argentina is a country located mostly in the southern half of South
America.  Its capital is Buenos Aires. Alberto Angel Fernandez is
the current president of Argentina after winning the October 2019
general election. He succeeded Mauricio Macri in the position.

Argentina has the third largest economy in Latin America.  The
country's economy is an upper middle-income economy for fiscal year
2019, according to the World Bank. Historically, however, its
economic performance has been very uneven, with high economic
growth alternating with severe recessions, income maldistribution
and in the recent decades, increasing poverty.

Standard & Poor's credit rating for Argentina stands at CCC+ with
stable outlook, which was a rating upgrade issued on Sept. 8, 2020.
Moody's credit rating for Argentina was last set at Ca on Sept.
28, 2020.  Fitch's credit rating for Argentina was last reported on
Sept. 11, 2020 at CCC, which was a rating upgrade from CC.  DBRS'
credit rating for Argentina is CCC, given on Sept. 11, 2020.  

As reported by The Troubled Company Reporter - Latin American, DBRS
noted that the recent upgrade in Argentina's ratings (September
2020) follows the closing of two debt restructuring agreements
between the Argentine government and private creditors.  The first
restructuring involved $65 billion in foreign-law bonds.  The deal
achieved the requisite participation necessary to trigger the
collective action clauses and finalize the restructuring on 99% on
the aggregate principal outstanding of eligible bonds.  DBRS added
that the debt restructurings conclude a prolonged default and
provide the government with substantial principal and interest
payment relief over the next four years.


PAN AMERICAN: Fitch Alters Outlook on 'BB-' LT IDR to Stable
------------------------------------------------------------
Fitch Ratings has affirmed Pan American Energy S.L. Argentine
Branch's (PAE) Long-Term Foreign Currency (FC) Issuer Default
Rating (IDR) at 'BB-' and downgraded its Long-Term Local Currency
(LC) IDR to 'BB-' from 'BB'. The Rating Outlook for the FC IDR was
revised to Stable from Positive, while the Outlook for the LC IDR
remains Stable.

In conjunction with these rating actions, Fitch has affirmed the
ratings of the senior secured and unsecured notes issued by Pan
American Energy LLC Sucursal Argentina and Pan American Energy,
S.L., Argentine Branch which are guaranteed by Pan American Energy
S.L. at 'BB-'.

The downgrade of the LC IDR to 'BB-' from 'BB' reflects lower than
previously expected profit and output by the company's operations
in Mexico, as well as the increased difficulty of the operating
environment (OE) in Mexico due to the continued intervention in the
sector by the Mexican government. The revision of the FC IDR
Outlook to Stable from Positive is due to the expectation that the
Country Ceiling of Argentina will be the relevant anchor for the
company's FC rating during the next 12 months, rather than Mexico,
as previously forecast.

Supporting factors for PAE's 'BB-' ratings are its stable
production track record, large reserve base, and low leverage. The
FC IDR is three-notches higher than Argentina's 'B-' Country
Ceiling due to the cash held abroad by the company, its access to
hard-currency credit lines, and cash flow from its Bolivian and
Mexican operations. The combination of these factors adequately
cover the next 24 months of debt service by a ratio in excess of
1.5x.

KEY RATING DRIVERS

Geographic Diversification: PAE's operations in Mexico and Bolivia
are positive credit considerations. However, the company's overall
credit quality remains highly tied to Argentina, as PAE's
operations in that country represent an estimated 80% of its EBITDA
in 2021. EBITDA from Mexico and Bolivia is projected to increase
during the rating horizon, which could result in the applicable
Country Ceiling changing from Argentina to Bolivia (Country Ceiling
of B) or Mexico (Country Ceiling of BBB+) per Fitch's Non-Financial
Corporates Exceeding the Country Ceiling Rating Criteria.

Stable Production Profile: PAE's has a strong and stable production
profile that is consistent with a higher rating category. PAE is
expected to increase daily average production to over 250,000boe/d
by 2023 under Fitch's base case with production in 2022 projected
to grow by mid-single digits. PAE's consolidated production
increased by 10% in 2021 due to post-COVID-19 corrections, driven
by higher Argentine gas production (+15%), and a full year of
growing operations in Mexico. Fitch believes the company has
extraordinary flexibility from its strong reserve base, which
allows production adjustments to support profitability.

Strong Hydrocarbon Reserves: The company has a strong 1P reserve
life of 20.9 years, providing ample flexibility to adjust capex
investment. PAE reported 1,617 MMboe in 1P reserves, 66% of which
is oil and 34% natural gas as of YE 2020. Fitch estimates PAE had
oil 1P reserve life of 24 years and gas 1P reserve life of 12 years
at YE 2021. PAE's strong reserve base is supported by a strong
concession life. Operating concessions expire in 2046-2047, and the
company's Mexico asset has a remaining concession life of 24
years.

Solid Leverage Metrics: The company's capital structure remains
strong with gross leverage, defined as total debt to EBITDA, of
2.0x at FYE 2021. Total debt to 1P reserves was USD1.74/boe. Fitch
estimates the company's gross leverage will average 2.2x between
2022-2024 as PAE's indebtedness modestly increases to execute on
expansion plans. The company has solid access to capital and will
likely refinance its debt at competitive rates, especially with its
Mexican asset in full operation.

Integrated Business Model: PAE's integrated energy model in
Argentina gives the company flexibility to optimize profitability.
After the integration of Axion Energy by PAE, the company became
the largest private integrated energy company in Argentina. PAE's
upstream business is the largest private Oil & Gas company in the
country, and the largest private entity with 21% market share in
oil production and 14% in gas production in Argentina.

Axion was the third largest refiner in Argentina during 2021 with a
15% market share with 95 kbbl/d of refining capacity after the
refinery's successful modernization. PAE expects to operate the
refinery at 80% capacity, and to produce higher-value products,
which are currently imported. PAE's facility along with YPF are the
only facilities in Argentina that can process its heavy crude,
which it generally exported. With the completion of the expansion,
PAE has greater flexibility to meet domestic demand of diesel
product, with the ability to adjust its operations in line with
domestic and international demand.

Strong Ownership: PAE is rated on a standalone basis. Per Fitch's
parent-subsidiary criteria, it views the legal, strategic and
operational incentive from its shareholders as low. The company's
primary shareholders, which is a 50/50 strategic alliance between
BP plc (A/Stable) and BC Energy Investments Corp. ([BC Energy]
formerly known as Bridas Corporation). BC Energy is also a 50/50
joint venture between Bridas Energy Holdings Ltd. and CNOOC
International Ltd. (A+/Stable). Even though, PAE's ratings are not
impacted by those of its shareholders. The company stands to
benefit from their industry and international expertise and
relationships with global creditors.

DERIVATION SUMMARY

PAE's FC IDR continues to be constrained by the Argentine Country
Ceiling at 'B-'; however, its medium production size of 250kboed
and strong reserve life of close to 20 years compare favorably to
other 'BB'-rated oil and gas E&P producers. These peers include
Tecpetrol Internacional (BB/Stable) with production of 180kboed,
Murphy Oil Corporation (BB+/Stable) with 150kboed and YPF SA (CCC)
with 480kboed. Further, PAE reported 1,596 million boe of 1P
reserves at the end of 2020 equating to a reserve life of 20.9
years, higher than Murphy Oil's at 14 years and Tecpetrol's with 10
years. Fitch expects the company will be able to maintain its
strong reserve life.

PAE's capital structure remained strong in YE 2020 and through the
3Q21. Fitch estimates PAE 2021 gross leverage measured by total
debt to EBITDA to be 2.2x, down from 3.7x at YE 2020, in line with
Murphy Oil (2.3x), but higher than Tecpetrol (estimated 0.9x). On
debt to 1P reserve basis, Fitch estimates PAE's debt as of 2020 to
1P reserves at USD1.34 boe comparing favorable to Tecpetrol
(USD1.62boe), Murphy Oil (USD3.4boe) and YPF (USD7.70boe). PAE
operates in a lower OE, which is a constraining factor for its
ratings, but receives a one notch uplift from the Country Ceiling
due to its cash flows from export revenues and cash flows from
abroad

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include:

-- Fitch's price deck is applied at USD71bbl in 2021, USD70bbl in
    2022, USD60bbl in 2023 and USD53bbl in the long term;

-- Reserve replacement ratio of 102% per annum;

-- Domestic gas price of USD3.10MMBTU in 2021 and USD3.50MMBTU
    over the rated horizon;

-- Average gross production of 250,000boe/d-290,000boe/d from
    2021-2024;

-- Production cost of $7.7boe between 2021-2024

-- Royalties of $5.4boe between 2021-2024

-- SG&A of $3.0boe between 2021-2024;

-- Annual consolidated capex averaging of USD850 million per year
    from 2021-2024;

-- No dividend payments in 2021 and 2022, and $35MM per annum
    thereafter.

RATING SENSITIVITIES

Factor that could, individually or collectively, lead to positive
rating action/upgrade:

-- Cash flows from operations outside of Argentina (Bolivia and
    Mexico) adequately covering hard currency gross interest
    expense for 12 months, resulting in a higher applied Country
    Ceiling than Argentina (B-).

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Downgrade of the Country Ceiling of Argentina;

-- PAE's ratings could be negatively affected if hard-currency
    liquidity is weakened by capital controls;

-- Inability to renew hard-currency committed credit lines from
    highly rated international banks.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity: Fitch believes PAE can comfortably service debt
with cash on hand and cash flows through the rating horizon in the
event the company faces a challenging financing environment due to
the Argentina's capital controls. PAE also has a strong and
conservative track record of tapping local and international
markets and accessing capital at competitive rates.

ISSUER PROFILE

Pan American Energy is a leading integrated energy company with
upstream and downstream operations in Argentina, as well as
upstream operations in Bolivia and Mexico.

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means 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.



===========
B R A Z I L
===========

BRAZIL: Posts -$3.9 Bil. Foreign Direct Investment in December
--------------------------------------------------------------
globalinsolvency.com, citing Reuters, reports Brazil posted
negative foreign direct investment (FDI) of $3.9 billion in
December, the worst monthly figure ever recorded in Latin America's
biggest economy, bringing the 2021 total to $46.4 billion, the
central bank said.

The figure was slammed by a negative $6 billion in reinvested
profits in the country, according to the central bank, according to
globalinsolvency.com.

In the series started in 1995, Brazil had recorded negative monthly
FDI on two previous occasions -- the $24 million reported in March
1995 and the $103 million in July 2016. Despite improving from FDI
of $37.8 billion in 2020, when the COVID-19 pandemic severely hit
Brazil, the annual result represented 2.89% of gross domestic
product in 2021, below an average of about 3.7% over the past
decade, the report notes.

Brazil posted a current account deficit of $5.9 billion in
December, better than the $6.5 billion deficit forecast in a
Reuters poll of economists, contributing to an overall deficit of
$28.1 billion last year, the report adds.

                      About Brazil

Brazil is the fifth largest country in the world and third largest
in the Americas.  Jair Bolsonaro is the current president, having
been sworn in January 2019.

Standard & Poor's credit rating for Brazil stands at BB- with
stable outlook (April 2020). S&P's 'BB-/B' long-and short-term
foreign and local currency sovereign credit ratings for Brazil were
affirmed in December 2021 with stable outlook.  Fitch Ratings'
credit rating for Brazil stands at 'BB-' with a negative outlook
(November 2020).  Fitch's 'BB-' Long-Term Foreign and Local
Currency Issuer Default Ratings (IDRs) has been affirmed in
December 2021.  Moody's credit rating for Brazil was last set at
Ba2 with stable outlook (April 2018).  DBRS's credit rating for
Brazil is BB (low) with stable outlook (March 2018).


BRAZIL: Sao Paulo Court Bans Health Professionals From Striking
---------------------------------------------------------------
Rio Times Online reports the Sao Paulo City Hall has been granted
an injunction to prevent the strike of primary health care
professionals in the city's municipal network.

The Sao Paulo Doctors' Union (SIMESP) scheduled the strike for
January 19, alleging it has been working overtime with the increase
of Covid-19 and flu cases and the absence of sick colleagues,
according to Rio Times Online.

On January 18, SIMESP and the Municipal Health Secretariat met but
failed to reach an agreement on the category's demands. According
to the Union, no replacement plan for the absent professionals, the
report notes.

The category is demanding the hiring of new professionals and
payment of overtime due to the increase in Covid-19 cases, the
report adds.

                        About Brazil

Brazil is the fifth largest country in the world and third largest
in the Americas.  Jair Bolsonaro is the current president, having
been sworn in January 2019.

Standard & Poor's credit rating for Brazil stands at BB- with
stable outlook (April 2020). S&P's 'BB-/B' long-and short-term
foreign and local currency sovereign credit ratings for Brazil were
affirmed in December 2021 with stable outlook.  Fitch Ratings'
credit rating for Brazil stands at 'BB-' with a negative outlook
(November 2020).  Fitch's 'BB-' Long-Term Foreign and Local
Currency Issuer Default Ratings (IDRs) has been affirmed in
December 2021.  Moody's credit rating for Brazil was last set at
Ba2 with stable outlook (April 2018).  DBRS's credit rating for
Brazil is BB (low) with stable outlook (March 2018).


MV24 CAPITAL: Fitch Affirms BB+ Rating on Sec. Notes, Outlook Neg.
------------------------------------------------------------------
Fitch Ratings affirms the rating on the senior secured notes issued
by MV24 Capital B.V. at 'BB+'. The Rating Outlook remains
Negative.

The affirmation is based on Fitch's view that the partners have a
high incentive to meet their obligations under the concession
agreement. The operating environment in Brazil continues to limit
the uplift over Brazil's Issuer Default Rating (IDR) of
'BB-'/Outlook Negative by two notches. According to Fitch's
Structured Finance Country Risk Criteria, this limit for Brazil can
be up to three notches above the IDR, however, Fitch has tempered
this to two notches due to Petrobras' status of being a state-owned
enterprise and the potentially higher exposure to political
interference and, therefore, at 'BB+' with a Negative Outlook.

          DEBT                       RATING         PRIOR
          ----                       ------         -----
MV24 Capital B.V.

Senior Secured Notes 55388RAA4   LT BB+ Affirmed    BB+

TRANSACTION SUMMARY

The senior secured notes issued by MV24 Capital B.V. are backed by
the flows related to the charter agreement initially signed with
Tupi B.V. for the use of the FPSO Cidade de Mangaratiba MV24 for a
term of 20 years. The BM-S-11 consortium is comprised of Petrobras,
with 65% share, and Shell Brasil (wholly owned subsidiary of Royal
Dutch Shell plc) with 25% share, and Petrogral Brazil S.A. (a joint
venture [JV] between Galp Energia and Sinopec) with 10% share.

The vessel is operated by Modec do Brasil Ltda., the Brazilian
subsidiary of Modec, Inc., through a services agreement. Modec is
one of four Japanese sponsors of the project, together with Mitsui
& Co., Mitsui OSK Lines and Marubeni.

The MV24 FPSO began operating at the Lula/Tupi oil field in October
2014. Fitch's rating addresses the timely payment of interest and
principal on a semiannual basis until the legal final maturity in
June 2034.

KEY RATING DRIVERS

CONSORTIUM OBLIGATION STRENGTH EXCEEDS PETROBRAS'

The offtaking consortium is backed by Petrobras (65% share), the
Shell subsidiary Shell Brasil Petróleo Ltda (25%) and the
Galp/Sinopec JV (10%); all the pro rata obligations are guaranteed
by affiliate companies (for the Petrobras group, Petrobras
International Braspetro B.V.).

The offtakers' obligations related to the 20-year charter and joint
operating agreements are several, but not joint, as each party
guarantees that it will make its portion of the payment. However,
these payments can be seen as joint and several as the underlying
concession states that each party must support all the obligations
related to ongoing production. Fitch expects the payments to
continue given the high economic incentives to maintain the
concession. Therefore, the rating of the lowest-rated member,
Petrobras (BB-/Negative), does not strictly limit the notes'
rating.

SOVEREIGN EVENT AND T&C RISK

The transaction's reserve account of six months of debt service,
three months of opex and the offshore payment obligations offer
sufficient protection to mitigate potential transfer and
convertibility (T&C) restrictions and exceed Brazil's Country
Ceiling of 'BB' by one notch. Additionally, the event risk linked
to the operating environment, with Petrobras a state-owned
enterprise, potentially subject to political interference, limits
the uplift over Brazil's IDR of 'BB-'/Outlook Negative to two
notches and, therefore, at 'BB+' with a Negative Outlook.

OPERATOR CREDIT QUALITY

Modec Brasil's credit quality is in line with investment-grade
metrics, and this is relevant due to the underlying support offered
by Modec to the transaction. In addition to the complexities
involved with replacement of the operator, the services agreement
and overall operating costs are supported by Modec. The average
availability since commercial operation is approximately 96%, in
line with industry standards. Finally, operational expenses have
remained relatively stable and will be capped for the life of the
transaction. Opex in excess of the cap is guaranteed by MV24 and
certain expenditures ultimately guaranteed by Modec through the O&M
support agreement.

SUFFICIENT FINANCIAL METRICS

The key leverage metric for fully amortizing FPSO transactions is
the debt service coverage ratio (DSCR). The transaction is not
currently constrained by leverage at the 'BB' rating level. Fitch
expects base case DSCRs to be in the range of 1.18x-1.24x, which
would constrain the rating to the 'BB' category. The charter rates
are fixed with escalators for inflation, and operating expenses are
capped with any overage guaranteed by Modec; therefore, DSCR levels
indicate sufficient buffer to mitigate any downtime risks
associated with operations. Fitch has observed low average DSCR
levels for the last 12 month and six month periods. The transaction
is currently in breach of the DSCR trigger of 1.15x and therefore
cash will be trapped in the structure until the DSCR threshold is
remedied. The transaction continues to benefit from a six month
DSRA and three month O&MRA, which have remained untapped and other
structural elements like the prefunding mechanism that help meet
debt service obligations in a timely manner.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- As described in Key Rating Drivers, the rating of the
    transaction is linked to Brazil's IDR, with an uplift of two
    notches. Therefore, a sovereign downgrade would trigger a
    downgrade of the notes. Both ratings have a Negative Outlook.

-- For offtakers, Fitch could assign a rating in excess of
    Petrobras' by two notches, and this remains possible as long
    as the other offtakers remain rated above the notes. Given the
    current ratings of the other offtakers, Fitch deems this risk
    particularly remote.

-- The other counterparty that could constrain the rating is the
    operator, MODEC, which Fitch considers to be of better credit
    quality than the senior notes.

-- Finally, the cash flow analysis results in a sufficient
    output, consistent with ratings in the 'BB' category. Although
    the DSCR and ultimate debt repayment depend on uptime,
    maintenance days, opex and CPI, none of these variables are
    expected to drive ratings down under the stresses Fitch
    applied (and considering a cap for opex).

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- The rating is constrained by leverage, the operating
    environment and counterparty issues. An upgrade of Brazil
    (which would likely also result in an upgrade of Petrobras)
    may result in an upgrade. However, since the rating currently
    has a Negative Outlook, such a scenario is not anticipated.

-- Fitch's approach remains unchanged and a variation is no
    longer warranted as the criteria was updated.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

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'. This means 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.




=========
C H I L E
=========

LATAM AIRLINES: Didn't Give $13B Offer a Fair Shot, Azul Says
--------------------------------------------------------------
Azul S.A. claims in a court filing that Latam Airlines Group SA
"flatly rejected" Azul's offer to buy the bankrupt carrier even
though the sale would be a better deal for creditors.

LATAM on Nov. 26, 2021, filed its proposed Chapter 11 plan.

But, according to Azul, its November 11 proposal to Latam Airlines
was superior and provided a more value-maximizing transaction than
the Plan.

Azul asserts that if the Debtors believe no viable alternative
transaction with Azul exists or that Azul's proposal had "crucial
missing details," that is because the Debtors declined any
substantive engagement with Azul.

Strategic discussions between Azul and LATAM (and, in particular,
LATAM Brazil) date to the summer of 2020.  In June 2020, Azul and
LATAM announced their entry into a codeshare and related
agreements, which, among other things, covered 50 non-overlapping
domestic routes.

As the Debtors progressed through Chapter 11 and shifted toward
considering exit strategies, Azul sought to revive the parties'
prior discussions on a potential transaction.  To assist Azul in
developing a credible proposal, Azul retained investment bankers
and financial advisors at Houlihan Lokey, Inc., and Seabury
Securities LLC, which provides expertise and experience with
complex M&A in the airline industry, in addition to restructuring
counsel at Akin Gump Strauss Hauer & Feld LLP.

Azul expressed its interest in pursuing a strategic transaction.
The Debtors, however, categorically rejected Azul's expression of
interest without further discussion, flatly declining to engage.
In fact, to Azul's knowledge, the Debtors' investment banker never
initiated any discussions with Houlihan or Seabury to discuss any
questions relevant to a potential transaction.  Not only did the
Debtors rebuff Azul's overtures, but, on May 24, 2021, the same day
Azul publicly announced it had hired advisors to explore M&A
opportunities, the Debtors unilaterally terminated the
value-accretive Codeshare Agreement.

Nonetheless, Azul remained interested in a potential transaction
and, with the help of its advisors, worked to develop a commercial
framework for such a transaction.  On Sept. 2, 2021, based on
publicly available information as well as its advisors' collective
expertise, Azul finalized an illustrative transaction proposal that
contemplated a full combination between the two airlines (the
"September 2 Proposal").  Given the Debtors' prior negative
reactions to Azul's overtures, Azul believed any future transaction
proposal would require support from a significant segment of the
Debtors' creditors before the Debtors would agree to engage with
Azul and, accordingly, Azul previewed the September 2 Proposal with
certain creditors to gauge their interest.

Support for the September 2 Proposal materialized at the end of
October.  The ad hoc group of creditors represented by White & Case
LLP as well as Banco del Estado de Chile, as representative of the
Chilean unsecured bonds, indicated that they would back a
transaction between the Debtors and Azul, and the parties worked to
refine the September 2 Proposal.  Finally, with the support from
these parties, as well as input from the Creditors' Committee, Azul
sent the illustrative transaction proposal -- which the Debtors
refer to as the "Azul Slide Outline" -- to the Debtors on November
11, 2021 (the "November 11 Proposal") for their consideration.

The Debtors, however, again flatly rejected the November 11
Proposal without engaging in any discussions with Azul.  

As referenced in the Supplemental Brief, the rejection was not
because the November 11 Proposal offered insufficient value to the
Debtors' estates and their creditors, but primarily because the
November 11 Proposal lacked certain details regarding
implementation.  The Debtors, however, appear to have misunderstood
the November 11 Proposal as something other than a term sheet for
initiating commercial discussions with the Debtors (and certainly
not, as the Debtors would have it, a "straw man" propped up in
service of a litigation strategy).  Simply put, it is not clear why
the Debtors would expect "real progress" to have been made on a
proposed transaction with them when they have rejected every
attempt at engagement.

Counsel to Azul S.A.:

          Ira S. Dizengoff, Esq.
          Philip C. Dublin, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          One Bryant Park
          New York, NY 10036
          Telephone: (212) 872-1000
          Facsimile: (212) 872-1002
          E-mail: idizengoff@akingump.com
                  pdublin@akingump.com

                  About LATAM Airlines Group

LATAM Airlines Group S.A. -- http://www.latam.com/-- is a
pan-Latin American airline holding company involved in the
transportation of passengers and cargo and operates as one unified
business enterprise. It is the largest passenger airline in South
America.

Before the onset of the COVID-19 pandemic, LATAM offered passenger
transport services to 145 different destinations in 26 countries,
including domestic flights in Argentina, Brazil, Chile, Colombia,
Ecuador and Peru, and international services within Latin America
as well as to Europe, the United States, the Caribbean, Oceania,
Asia and Africa.

LATAM and its 28 affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 20-11254) on May 25, 2020.  Affiliates in
Chile, Peru, Colombia, Ecuador and the United States are part of
the Chapter 11 filing.

The Debtors disclosed $21,087,806,000 in total assets and
$17,958,629,000 in total liabilities as of Dec. 31, 2019.

The Hon. James L. Garrity, Jr., is the case judge.

The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as
bankruptcy counsel, FTI Consulting as restructuring advisor, Lee
Brock Camargo Advogados as local Brazilian litigation counsel, and
Togut, Segal & Segal LLP and Claro & Cia in Chile as special
counsel. The Boston Consulting Group, Inc. and The Boston
Consulting Group UK LLP serve as the Debtors' strategic advisors.
Prime Clerk LLC is the claims agent.

The official committee of unsecured creditors formed in the case
tapped Dechert LLP as its bankruptcy counsel, Klestadt Winters
Jureller Southard & Stevens, LLP as conflicts counsel, UBS
Securities LLC as investment banker, and Conway MacKenzie, LLC as
financial advisor. Ferro Castro Neves Daltro & Gomide Advogados is
the committee's Brazilian counsel.

The Ad Hoc Group of LATAM Bondholders tapped White & Case LLP as
counsel.

Glenn Agre Bergman & Fuentes, LLP, led by managing partner Andrew
Glenn and partner Shai Schmidt, has been retained as counsel to the
Ad Hoc Committee of Shareholders.




===============
C O L O M B I A
===============

GRUPO SURA: Fitch Affirms 'BB+' LT IDRs, Outlook Stable
-------------------------------------------------------
Fitch Ratings has affirmed Grupo de Inversiones Suramericana S.A.'s
(Grupo Sura) Long-Term Foreign and Local Currency Issuer Default
Ratings (IDRs) at 'BB+'. Fitch also affirmed Grupo Sura's National
Long-Term Rating at 'AAA(col)' and National Short-Term Rating at
'F1+(col)'. Additionally, Fitch affirmed Grupo Sura's senior
unsecured notes, senior unsecured local notes and senior unsecured
local CP program at 'BB+', 'AAA(col)' and 'F1+(col)', respectively.
The Rating Outlook is Stable.

Grupo Sura's ratings consider the credit quality of its dividend
streams, diversification in the sources of dividends and a track
record of dividend stability. Fitch projects that approximately 80%
of Grupo Sura's 2022-2023 dividend stream will come from Sura Asset
Management (BBB/Negative), Bancolombia (BB+/Stable) and
Suramericana, while the balance will come from its stake in Grupo
Argos (AAA[col]/Stable) and Grupo Nutresa. The Stable Outlook
reflects Fitch's view that the company's leverage metrics will
stabilize during 2022-2023 and that it will maintain healthy
liquidity.

KEY RATING DRIVERS

Prospective Recovery Dividend Flow: Fitch anticipates a gradual
recovery in the dividends Grupo Sura receives from its subsidiaries
during 2022, reaching pre-pandemic levels towards 2023.The business
disruption generated by the pandemic affected most of Grupo Sura's
investments and their capacity to distribute dividend. Grupo Sura's
received dividends during 2021 were approximately USD165 million.
This compares with USD302 million in 2019 and USD305 million during
2020.

Investment Portfolio Profile Incorporated: Grupo Sura is a holding
company with investments primarily focused in the financial
services sector. Sura Asset Management, Bancolombia and
Suramericana are the largest sources of cash flow to Grupo Sura,
making up approximately 80%-85% of the company's total dividends
received. Sura Asset Management has a sound business profile as the
largest pension fund manager in Latin America, operating in six
countries. Bancolombia has operations in seven Latin American
countries and is the leading bank in Colombia. Suramericana is the
leading insurance company in Colombia, and has a strong position in
Central America. Grupo Sura also has stakes in leading companies in
the industrial sector through the holding company Grupo Argos
(infrastructure, cement and energy) and food company Grupo
Nutresa.

Financial Leverage Trend: Fitch's base case assumes a deterioration
in Grupo Sura's net financial leverage measured as net
debt/received dividends during 2021 to around 6.5x in 2021. As
dividends from its subsidiaries normalize this ratio will trend
towards 5.5x in 2022 and 4.5x in 2023.

Adequate Financial Flexibility: Grupo Sura has proven access to
international and local bond and equity markets. Its liquidity is
further enhanced by uncommitted credit lines and stakes in
nonstrategic entities that it could divest. The company's ability
to maintain strong loan-to-value (LTV) metrics is incorporated as a
key rating factor. Fitch estimates LTV to be below 15% as of Dec.
31, 2021, which is viewed as strong for the rating category.

DERIVATION SUMMARY

Grupo Sura's ratings reflect the credit quality of its dividend
income streams, diversification in the sources of dividends and
track record of dividend stability, in addition to the company's
level of cash interest coverage and adequate liquidity. Grupo
Sura's ratings also incorporate the structural subordination of the
holding company's debt to the debt at its operating companies. In
terms of peers, Fitch views Grupo Sura's average credit quality of
its dividend income streams as weaker than Intercorp Peru Ltd.
(BBB-/Stable) with lower margins and a more leveraged capital
structure. Grupo Sura's access to capital markets and
diversification, geographically and by business, is viewed as
stronger than Intercorp.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer
include:

-- Total annual dividends received in the COP800 billion to
    COP1.200 billion range during 2022-2024;

-- Net leverage levels, measured as net debt/received dividends,
    around 6.5x in 2021 and trending towards 4x from 2023;

-- Interest coverage, measured as dividends received/net interest
    expense, above 2.7x from 2022.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- A positive rating action on Sura Asset Management and/or
    Bancolombia;

-- Improvement in the credit profile of Suramericana.

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- A negative rating action on Sura Asset Management and/or
    Bancolombia;

-- Deterioration in the credit profile of Suramericana;

-- Weakening liquidity and consistent deterioration in net
    leverage metrics, reaching levels consistently above 6.0x and
    LTV consistently at levels above 30%;

-- A change of control of Grupo Sura's key subsidiaries that
    affect the stability of the dividend stream.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: The company has historically maintained low
levels of cash relative to its short-term debt. This is mitigated
by Grupo Sura's dividend income and ability to access alternative
sources of liquidity. The company has debt amortizations of USD68
million in 2022 and USD137 million in 2023. The company's cash plus
marketable securities position was approximately USD12.5 million as
of September 2021. The company's strategy to cover debt maturities
during 2022 and 2023 is to increase cash position from the
dividends to be received and debt refinancing.

Fitch views Grupo Sura's refinancing risk as low. The company has
proven access to international and local bond and equity markets,
uncommitted credit lines and a high level of nonstrategic stakes.
Grupo Sura's liquidity access through equity and debt instruments
is estimated at around USD1.7 billion. Fitch expects the company's
interest coverage ratio, measured as total received dividends/net
interest expense, to be above 2.7x during 2022-2024.

ISSUER PROFILE

Grupo Sura is a holding company with positions in leading Colombian
companies with presence in the Americas. Its investment portfolio
consists of five companies, three of them in the financial sector:
Sura Asset Management (pension funds), Bancolombia (banking) and
Suramericana (insurance).

SUMMARY OF FINANCIAL ADJUSTMENTS

-- Total debt is adjusted by the net position of derivatives
    instrument used to hedge the foreign currency debt.

-- The company's total revenues amount is adjusted to exclude
    non-operational and non-recurring revenues.

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means 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.

PATRIMONIO AUTONOMO: Fitch Gives 'BB+(EXP)' to Loans and Notes
--------------------------------------------------------------
Fitch Ratings has assigned the following expected ratings to
Patrimonio Autonomo Union del Sur, in connection with the Rumichaca
-- Pasto toll road project in Colombia:

-- USD loan A for to up to USD130 million due in April 2030:
    'BB+(EXP)' with Outlook Stable;

-- USD loan B for to up to USD149 million due in April 2037:
    'BB+(EXP)' with Outlook Stable;

-- COP loan for up to COP1,013 billion due August 2030:
    'BB+(EXP)' with Outlook Stable;

-- UVR notes for up to COP995 billion due February 2041:
    'BB+(EXP)' with Outlook Stable.

Fitch has also assigned national ratings of 'AA+(col)' with
Positive Outlook to the USD and COP loans, as well as the UVR
notes.

RATING RATIONALE

The ratings reflect the project's robust concession agreement
structure limiting exposure to revenue risk via traffic top-ups and
grantor payments. The ratings are further supported by an adequate
tariff adjustment mechanism that increases toll rates by inflation.
The ratings consider a strong debt structure, characterized by
robust reserve accounts, cash sweep mechanisms that largely protect
the transaction from traffic performance being materially above or
below expected, and a satisfactory distribution test.

A 12-month debt service reserve will be provided in the form of a
LOC provided by investment-grade (IG) entities for the USD
tranches, and in the form of a liquidity facility provided by the
infrastructure-specialized investment manager, Union Para La
Infraestructura (UPLI), for the COP tranches. Fitch's rating case
minimum loan life coverage ratio (LLCR) of 1.3x is deemed adequate
for the rating category according to applicable criteria and
revenue profile, reflecting the entity's strong dependence on the
grantor payments, as toll revenues roughly represent 30% of the
project's total revenues.

The Stable Outlook on the 'BB+' international ratings reflect the
transaction's exposure to the credit quality of the National
Infrastructure Agency (ANI). The latter is viewed as a
credit-linked entity to the Government of Colombia (Local Currency
Issuer Default Rating [IDR] BB+/Stable).

The Positive Outlook on the 'AA+(col)' national scale ratings
reflect Fitch's expectation that once the remaining termination
certificates of the Functional Units (FUs) are received, the
project will no longer be exposed to residual completion risks and
the rating would be consistent with the highest category on the
national scale.

KEY RATING DRIVERS

Limited Volume Risk (Volume Risk: Midrange): Traffic at the
currently operating toll station, El Placer, reflects a certain
degree of volatility. Tariffs at El Placer and El Contadero are
somewhat high, but the project's substantial time savings mitigate
the risk of elasticity compared with competing roads. Nonetheless,
about 70% of the project's revenues consist of ANI's contributions,
mostly streaming from top-up payments, future budget allocations
(FBA), and 90% of the difference between the estimated toll
revenues at the shadow toll booth of Ipiales and the collected toll
revenues at El Contadero.

Fitch believes the ANI payment obligations under the concession
agreement are consistent with its credit quality. The ANI is viewed
as a credit-linked entity to the Government of Colombia (Local
Currency IDR BB+/Stable).

Sources of revenue are subject to infrastructure availability,
service levels and quality standards based on the fulfillment of
indicators provided in the concession agreement. There are clearly
defined penalty deduction mechanisms in the concession agreement
with robust cure periods, and deductions are legally capped at 10%.
Additionally, fines imposed on the Concessionaire and penalty
clauses in case of early termination of the agreement are limited
by the contract. The midrange assessment reflects the road's
traffic characteristics solely as per applicable criteria; however,
exposure to traffic risk is rather limited due to the concession
framework.

Inflation-adjusted tolls (Price Risk: Midrange): Tariffs are
annually adjusted by the Colombian inflation rate at the beginning
of the year, and toll rates are somewhat elevated compared to
Colombian peers. Still, if the net present value of toll
collections received by the 8th, 13th, 18th, and last year of the
concession is below guaranteed values, the ANI must cover any
shortfalls after deductions.

Adequate Maintenance Plan (Infrastructure Development and Renewal:
Midrange): The project depends on a moderately developed capital
and maintenance plan to be implemented directly by the
Concessionaire. The program will be funded mainly from project cash
flows, and the concession agreement does not contemplate hand-back
requirements. However, the Concessionaire must continuously operate
and maintain the road in compliance with pre-established
contractual requirements.

Infrata Limited (Infrata), who acts as the independent engineer
(IE), confirmed the Concessionaire has the experience and the
ability to operate the project successfully. Per the IE, the O&M
plan is reasonable, and the budget allowances are at the upper end
of the range compared to similar 4G Colombian projects,
anticipating reduced cost overruns. The structure benefits from a
robust 12-month forward-looking O&M reserve account (OMRA) and a
dynamic major maintenance accrual account funded to the extent
resources are available equivalent to 100% of the forward-looking
maintenance costs forecasted for the first year, 66% of expenses to
be incurred during the second year, and 33% for the following third
year.

Robust Debt Structure (Debt Structure: Stronger): The project's
debt is fully amortizing, senior secured, comprising USD-, UVR- and
COP-denominated financings. USD-denominated debts are matched with
USD-linked revenues settled in COP as 57% of future budget
allocations are USD-linked but will be partially exposed to a
variable interest rate. UVR denominated debts are indexed to
inflation; similarly, the COP debt interest rate is exposed to
inflation fluctuations.

Structural features include 12-month debt service reserve accounts
(DSRA) in the form of a LOC provided by IG entities and a liquidity
facility from UPLI, and cash sweep mechanisms for traffic over and
underperformance, according to pre-established debt service
coverage ratio (DSCR) levels. While the UVR tranche legal maturity
dates extend beyond the minimum concession termination date, deemed
as a negative feature, Fitch believes it is highly unlikely the
toll collection present value will be reached by the concession's
25th anniversary.

Fitch does not currently rate UPLI. However, Fitch is aware of the
creditworthiness of some of the entities that have committed
investments in UPLI or of its holding companies. This is the case
of Atlantic Security Bank, whose parent company is an
investment-grade counterparty. The same applies to the regulated
obligatory pension funds managed by Skandia Pensiones y Cesantías
S.A., AFP Proteccion, and Porvenir S.A., whose underlying assets
are rated at 'AAAf(col)' and management quality is assessed as
excellent.

The foregoing, together with the characteristics of the liquidity
facility, the nature of the investment commitments, and the quality
of the underlying asset, has resulted in Fitch giving credit to the
investment commitments associated with the aforementioned
investors, and ultimately, to partially consider UPLI's commitment
to the project.

Financial Profile: The most relevant financial metric for the
project is LLCR, given the transaction's debt structure. While
DSCRs are projected below 1.0x under Fitch's rating case due to the
assumed delays to ANI's payment obligations, the existence of cash
sweep mechanisms and reserve accounts support liquidity in case
top-up payments or future budget allocations are not timely
received.

Furthermore, the debt's legal amortization profile offers
additional flexibility for the structure as it considers ANI's
maximum payment delays before triggering an early concession
termination. Fitch's base and rating case minimum LLCR is 1.3x in
2022, deemed adequate for the rating category according to
applicable criteria and also when compared against other similarly
rated transactions, particularly in light of the project's low
exposure to volume risk.

PEER GROUP

Rumichaca is comparable to PA Autopista Rio Magdalena (ARM;
BB+/Stable and AA+[col]/Stable). Both projects are part of
Colombia's 4G toll road program and share the same assessments for
all risk attributes. ARM has a slightly lower contribution of toll
revenues to total revenues than Rumichaca (roughly 20% versus 30%),
which makes the latter more exposed to volume risk. Although ARM
and Rumichaca have similar LLCRs at 1.3x, ARM is still highly
exposed to completion risk. ARM and Rumichaca ratings are both
constrained by the counterparty risk of the ANI.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade:

-- Deterioration in Fitch's view regarding the credit quality of
    ANI's grantor obligations;

-- Unexpected and material difficulties in achieving the full
    certificate of completion for the remaining FUs.

Factors that could, individually or collectively, lead to positive
rating action/upgrade:

-- Improvement on Fitch's view regarding the credit quality of
    ANI's grantor obligations;

-- For the national scale rating only: Obtention of the
    completion certificates for the remaining UFs.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Sovereigns, Public Finance
and Infrastructure issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of three notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.

TRANSACTION SUMMARY

The project expects to place fixed-rate notes denominated in UVR
for up to the equivalent of COP995,006 million legally due in
February 2041. The notes will be senior pari passu with a
COP-denominated loan of up to COP1,013,948 million due in August
2030 and with two additional USD-denominated loans of up to USD130
million due in April 2030 and USD149 million due in April 2037. The
COP loan is expected to pay interest at Colombia's consumer price
index (CPI) plus a spread.

The issuance proceeds are expected to be primarily used to pay
amounts outstanding under the existing project debt (Mini-Perm
Facility) and its associated hedge arrangements, fund reserve
accounts, pay financing-related expenses, finance a portion of the
remaining construction works, pay a subordinated shareholder loan
and a dividend recapitalization amount. The project's cash flows
will be administered through a separate trust. All assets and
liabilities of the project must be transferred, isolating project
cash flows from other parties' risks.

USD Loan A

-- Amount: Up to USD130 million

-- Target Maturity Date: 2/28/2030

-- Legal Maturity Date: 4/30/2030

-- Interest rate: SOFR + Spread

USD Loan B

-- Amount: Up to USD149 million

-- Target Maturity Date: 2/28/2037

-- Legal Maturity Date: 4/30/2037

-- Interest rate: SOFR + Spread

COP Loan

-- Amount: Up to COP1,013 billion

-- Target Maturity Date: 2/28/2029

-- Legal Maturity Date: 8/31/2030

-- Interest rate: CPI + Spread

UVR Notes

-- Amount: Up to the UVR equivalent of COP995 billion

-- Target Maturity Date: 2/28/2040

-- Legal Maturity Date: 2/28/2041

-- Interest rate: Fixed

All debt tranches will make semi-annual interest payments and
annual amortizations each February. The transaction will benefit
from a 12-month OMRA backed by a liquidity facility provided by
UPLI, and a dynamic Major Maintenance Accrual Account equivalent to
100% of the forward-looking maintenance costs forecasted for the
first year, 66% of expenses incurred during the second year, and
33% for the following third year.

Restricted payments are subject, among other conditions, to a
backward looking 12-month DSCR test at 1.20x, which Fitch considers
adequate. The debt structure will also have 12-month DSRAs in COP
and USD for all senior obligations. . The COP DSRA will be backed
by a liquidity facility provided by UPLI, while a LOC issued by
investment-grade institutions will back the USD DSRA.

Finally, the structure will have cash sweep and prepayment
mechanisms to mitigate the risk of traffic underperformance
(triggered if DSCR is lower than 1.20x for two consecutive periods)
and the associated potential liquidity shortfalls, as well as the
risk of traffic overperformance and the related concession length
reduction. The structure also includes an additional cash sweep for
the COP term loan, in which a mandatory redemption event will occur
if as of February 2023 or any subsequent date until the year eight
top-up payment is received the DSCR is lower than 1.25x.

FINANCIAL ANALYSIS

Fitch's base case assumed Colombia's inflation at 5.2% for 2021,
3.5% for 2022 and 3.0% from 2023 onward. For the U.S.'s CPI, the
assumption was 4.4% in 2021, 2.7% in 2022, 2.5% in 2023, and 2.0%
throughout the life of the debt. The agency assumed a complete
traffic recovery in 2022 at 123% of 2019's levels and a traffic
reduction in 2023 of roughly 17% driven by the expected toll rates
increase once FU1 is completed. From 2023-2040, the agency assumed
traffic would grow at a CAGR of 2.4%.

The agency assumed FBAs payment would present a three-month delay,
while the top-up payment delay would be equivalent to 18 months.
The assumptions represent the maximum days of delay allowed per the
concession contract before a termination event is triggered. The
agency also assumed deductions of 0.2%, in line with the IE's
expectations. The assumed cost profile aligns with the sponsor's
original assumptions and forecast since the IE confirmed operating
expenses are sufficient to support operations. SOFR rate was
considered at 4.0%. Under Fitch's base case, the minimum LLCR is
1.3x in 2022.

Fitch's rating case reflects a reasonable likely combination of
uncorrelated stresses that could occur in any given year but are
not expected to persist. Because of this, the rating case further
sensitizes Fitch's base case financial performance by assuming a
traffic recovery in 2022 of 120% of 2019's levels, and a reduction
of roughly 17% in 2022. Under this case, the agency assumed traffic
would grow at a CAGR of 1.8% from 2023 to 2040.

The Fitch rating case also assumed revenue deductions at 1.8%
following the IE's lenders' downside case, a 7.5% increase for
operating expenses and capital expenses. Inflation and ANI payment
delays assumptions remained as described for the base case. Fitch's
rating case resulted in a minimum LLCR of 1.3x in 2022.

SECURITY

The security package constitutes substantially all of the assets of
the issuer, Patrimonio Autonomo Union del Sur, and Concesionaria
Vial Union del Sur S.A.S., the co-obligor. The collateral will also
include certain reserve accounts, pledges of rights and stock,
including stand-by letters of credit or other acceptable support
instruments such as UPLI's liquidity facility, assignments of
revenues, the concession and the transaction trust.

On September 11, 2015, Concesionaria Vial Union del Sur S.A.S. was
granted a 25-year concession for the construction and operation of
the existing 83-kilometer Rumichaca-Pasto corridor, located in the
Nariño department. The concession period began on Oct. 27, 2015,
and can be extended up to a maximum of 29 years if the tolls
collection net present value (VPIP) is not reached by the 25th
concession anniversary.

The conversion of the 83-km toll road into a dual carriageway aims
to provide connectivity between local and international markets
(Ecuador) with indigenous and farmers' communities in the region's
municipalities. The project includes the construction of seven
bridges with a total length of approximately 1,670 meters and two
toll stations: El Contadero and the replacement of the existing
toll booth, El Placer. The project construction is divided into
five subsections or functional units, three of which (FU3, FU4 and
FU5) have been completed.

FU2 was delivered for verification on Dec. 22, 2021, starting the
corresponding 60-day verification period, with minor pending works
expected to be concluded during this time period. Overall
construction advancement is roughly 96% as of Dec. 15, 2021, with
the completion of FU1 scheduled for March 2022. According to the
Independent Engineer, outstanding and ongoing works in FU1 are
considered of low complexity, and mainly comprise earthworks and
final road construction, including slope stabilization works.

In September 2020, Colombia's Ministry of Transportation approved
and confirmed the toll station relocation of the Ipiales toll booth
(contemplated initially under the concession agreement) to El
Contadero (FU1) due to indigenous communities' opposition.
Nevertheless, the Concessionaire will install traffic counting
equipment in a control stand (shadow toll booth) located in La
Josefina (FU2) as confirmed by the concession agreement amendment
No. 7. The compensation for lower toll collection will be quarterly
calculated and paid by the ANI, and equal to 90% of the difference
between the toll collection that would have been collected at
Ipiales and El Contadero's actual toll revenue collection.

The project's revenues consist of collected toll revenues at El
Placer and El Contadero and ANI's contributions, including future
budget allocations (vigencias futuras), top-up traffic payments
(diferencias de recaudo), the 90% difference between Ipiales
calculated toll revenues and El Contadero toll collection. ANI's
payments enhance revenue stability and predictability and are
denominated in COP and USD, although they are always paid in COP.
ANI's contributions are assigned upon completion or, under certain
circumstances, under partial completion of each FU.

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means 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.



===================================
D O M I N I C A N   R E P U B L I C
===================================

AEROPUERTOS DOMINICANOS: S&P Hikes ICR to 'BB-', Outlook Stable
---------------------------------------------------------------
S&P Global Ratings raised its issuer credit and issue-level ratings
on the Dominican Republic-based airport operator Aeropuertos
Dominicanos Siglo XXI S.A. (Aerodom)to 'BB-' from 'B+'.

S&P said, "The stable outlook indicates that we expect Aerodom's
operating and financial performance to continue improving gradually
in the next 12 months amid an expected traffic recovery in 2022 to
95%-100% of the 2019 baseline.

"Given Aerodom's passenger volumes of about 4.6 million at the end
of 2021 across its six airports, its recovery has been much faster
and steadier than we expected (see chart 1). We expect traffic to
increase to 98% and 110% of the 2019 level by the end of 2022 and
2023, respectively. In our view, key to the rapid recovery is
because 75% of passengers arriving at the Las Americas
International Airport (Aerodom's largest airport in terms of
revenue and passengers) come from North America, where most of the
population is vaccinated. In addition, the Dominican Republic
doesn't demand a proof of vaccination, quarantines, or PCR test
upon entering the country. Following the updated traffic recovery,
we forecast an improvement in the company's financial performance
and credit metrics, because we now expect EBITDA of about $130
million for 2021, $145 million for 2022, and $166 million for 2023,
about 30% higher than previously expected. In addition, average
consumption per passenger continued to boost commercial revenues,
and we expect this trend to continue in the upcoming years as
Aerodom's airports are likely to fully reopen during the first half
of 2022. These factors translate into debt to EBITDA of 2.0x-2.5x
and funds from operations (FFO) to debt close to 30% for 2022,
improving to about 1.5x and 45%-50% by 2023.

"Despite stronger metrics, the company remains exposed to some
vulnerabilities inherent to the airport industry such as the
potentially new COVID-19 strains that could undercut the recovery
in passenger volumes and Aerodom's credit ratios. We believe that
this could result from the government's travel restrictions in an
attempt to further contain the virus, or from a loss in passenger
confidence.

"The recent rapid spread of the Omicron variant highlights the
inherent uncertainties of the pandemic but also the importance and
benefits of vaccines. While the risk of new, more severe variants
displacing Omicron and evading existing immunity cannot be ruled
out, our current base case assumes that existing vaccines can
continue to provide significant protection against severe illness.
Furthermore, many governments, businesses and households around the
world are tailoring policies to limit the adverse economic impact
of recurring COVID-19 waves. Consequently, we do not expect a
repeat of the sharp global economic contraction of second quarter
of 2020. Meanwhile, we continue to assess how well individual
issuers adapt to new waves in their geography or industry.

"We believe Aerodom will have a more robust liquidity position,
thanks to higher cash flows that will provide more headroom to
comply with its financial covenants, even assuming that EBITDA
decreases 30% in 2022 amid, for instance, a slower traffic
recovery. Thanks to the faster-than-expected rebound, the company
repaid the previously deferred installments under its syndicated
bank loan.

"We view Aerodom as a moderately strategic subsidiary of Vinci, and
consequently, potentially receive support from it. However, given
that our ratings on Aerodom are currently at the level of the
Dominican Republic, we no longer provide an additional notch to
ratings stemming from group support."

ESG credit indicators: E-3, S-3, G-3

S&P said, "ESG factors are a moderately negative consideration in
our rating analysis of Aerodom. We consider the Dominican Republic
to be exposed to physical risks, even though the airports have high
safety standards that allow operations under extreme climatic
conditions, such as hurricanes. In addition, we company's
governance risks stem from the sovereign, rather than to
entity-specific concerns, given that Aerodom's governance standards
are in line with those of the parent company. Despite the
pandemic's harsh economic and industry impact in 2020, when traffic
plummeted 55%, Aerodom's comparatively rapid and steady recovery is
attributable to the fact that more than 70% of passengers across
come from North America."


DOMINICAN REPUBLIC: Inflation Causes Sore Spots for Consumers
-------------------------------------------------------------
Dominican Today reports that citizens for weeks have shown concern
due to inflation reflected in the increase in food and fuel.

Listin Diario surveyed to ask people what increases affect them the
most; it was found that housing, school fees and transportation,
beauty salons, medical consultations, and others.

Jose Duran, a housing developer in Santo Domingo Oeste and real
estate manager, revealed to Listin Diario the rent of some
properties is increasing, citing as an example an apartment of
around 110 meters and three rooms located in a residential area of
the municipality before it cost RD$21,000 a month, according to
Dominican Today.  Now it has risen to RD$24,000.  However, he
stressed that many properties with these characteristics do not
appear in the area for rent due to the high cost, the report
notes.

Duran indicated that an apartment for sale that used to cost around
US$80,000 in this area currently exceeds US$90,000, the report
relays.

Meanwhile, the president of the Dominican Association of Housing
Builders and Promoters (Acoprovi), Jorge Montalvo, added that
regarding the sale of housing, in the last two years, it has been
adjusting little by little, increasing the cost from July 2020 by
more than 15%, the report discloses.

Montalvo assured that the price adjustments depend on the project's
progress: if it is flat, if it is already under construction or if
it is ready, the report notes.  He stressed that it has been a
process and once the houses are close to being delivered, many
builders assume the increases because, for the citizen, they are
unsustainable, the report relays.

                         Other Services

People also commented that car wash services increased between
RD$50 and RD$100 in recent weeks, the report relates.

Likewise, several parents agreed that now they have to look for
more money "without wages increasing" due to the rise in schools
and school transportation, the report says.

Some women said the cost of beauty salon has also increased between
RD$100 and RD$200, the report discloses.  In

Rosanna Cruz added they have also increased hardware and household
items and the prices of drinks in bars and restaurants, the report
notes.

                    Medical Consultations

In addition, a group of mothers reported that pediatric
consultations increased. Some centers increased their talks from
RD$1,000 to RD$1,500, and others presented an increase of RD$700,
the report discloses.

A neuro pediatrician, who does not accept insurance, is charging
RD$5,000 when before it was RD$1,000 less, added Mairobi Herrera.
Some photographers also raised their rates, the report says.

                      More Increases

Each pound of merchandise brought by couriers increased by around
RD$50 for users of online purchases, the report notes.

In addition, those consulted said they had noticed an increase in
disposable diapers, the report relays.

The same has happened with the taxi service in the capital's urban
area and the provinces of Santo Domingo, the report discloses.

Specialists have already said that it is a global situation in
terms of food and fuel inflation, the report says.

The Central Bank reported the consumer price index in December 2021
was 0.73%, placing year-on-year inflation, measured from December
2020 to December 2021, at 8.50%, the report relays.

Due to the persistence of external inflationary pressures, the
Central Bank increased its monetary policy interest rate by 100
essential points, from 3.50% per year to 4.50% per year, the report
relays.

Dominican economists Jonathan D'Oleo, Ciriaco Cruz, and Arturo
Martinez Moya said one way for the country to counteract this
situation is by reducing money in circulation in the market, a
strategy that should be carried out gradually, 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 five centuries in its Zona Colonial district. Luis
Rodolfo Abinader Corona is the current president of the nation.

Fitch Ratings, in December 2021, revised the Outlook on Dominican
Republic's Long-Term Foreign-Currency Issuer Default Rating (IDR)
to Stable from Negative and affirmed the IDRs at 'BB-'.  The
revision of the Outlook to Stable reflects the narrowing of
Dominican Republic's government deficit and financing needs since
Fitch's last review resulting in the stabilization of the
government debt/GDP ratio, as well as the investment-driven
economic momentum, reflected in the faster-than-expected economic
recovery in 2021 that Fitch expects to carry into above-potential
GDP growth during 2022 and 2023.

Standard & Poor's, also in December 2021, revised its outlook on
the Dominican Republic to stable from negative.  S&P also affirmed
its 'BB-' long-term foreign and local currency sovereign credit
ratings and its 'B' short-term sovereign credit ratings.  The
stable outlook reflects S&P's expectation of continued favorable
GDP growth and policy continuity over the next 12 to 18 months that
will likely stabilize the government's debt burden,
despite lack of progress with broader tax reforms, S&P said.  A
rapid economic recovery from the downturn because of the pandemic
should mitigate external and fiscal risks.

Moody's affirmed the Dominican Republic's long-term issuer and
senior unsecured ratings at Ba3 and maintained the stable outlook
in March 2021.



===========
M E X I C O
===========

GRUPO AEROMEXICO: Egan-Jones Keeps D Senior Unsecured Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company on January 13, 2022, maintained its 'D'
foreign currency and local currency senior unsecured ratings on
debt issued by Grupo Aeromexico SAB de CV.

Headquartered in Mexico City, Grupo Aeromexico SAB de CV operates
as an airline.




=======
P E R U
=======

PESQUERA EXALMAR: S&P Withdraws 'CCC+' LT Issuer Credit Rating
--------------------------------------------------------------
S&P Global Ratings withdrew all ratings on Pesquera Exalmar S.A.A.,
including its 'CCC+' long-term global scale issuer credit and
issue-level ratings, at the issuer's request. The withdrawal
follows the company's full redemption of its outstanding $1.9
million 2025 notes, including accrued interest. The outlook was
stable at the time of withdrawal.

  Ratings List

  NOT RATED ACTION  
                            TO      FROM
  PESQUERA EXALMAR S.A.A.

   Issuer Credit Rating     NR/--   CCC+/Stable/--

   SENIOR UNSECURED         NR      CCC+




=====================================
T R I N I D A D   A N D   T O B A G O
=====================================

TRINIDAD & TOBAGO: Food Prices 6.1% Higher in November
------------------------------------------------------
Trinidad Express reports that the average prices of food and
non-alcoholic beverages in November 2021 were 6.1% higher than in
November 2020, according to the latest report on the Retail Price
Index (RPI) published by the Central Statistical Office (CSO) and
released.

The increase in the all-items index for the period November 2020 to
November 2021 was 3.6%, according to Trinidad Express.

"The rate of inflation, as measured by the percentage change in the
average all-items index for the period January to November 2021
over the period January to November 2020, was 1.9 per cent. This
rate is more than that observed for the period January to November
2020 over the period January to November 2019, which was 0.6 per
cent," according to the CSO document, the report notes.

"The index for food and non-alcoholic beverages decreased from
129.6 in October 2021 to 128.2 in November 2021, reflecting a
decrease of 1.1 per cent," Trinidad Express discloses.

In a statement in January, Planning and Development Minister
Camille Robinson-Regis said progress is being made by the CSO in
bringing the dissemination of the Retail Price Index (RPI) back on
the one-month time lag schedule, Trinidad Express reports.

The RPI is a weighted average of the proportionate changes in the
prices of a specified set or 'basket' of consumer goods and
services between two periods of time and is essentially a consumer
price Index and therefore measures changes in the prices of goods
and services purchased by households, according to a CSO statement
in January, the report notes.

Robinson-Regis also said the CSO's transformation to the National
Statistical Institute of Trinidad and Tobago is advancing with
training for current and new staff to support skill updates, the
report says.

Training sessions have also been conducted with field officers,
where over 100 have been trained to date in the use of the
Computer-Assisted Personal Interview (CAPI) software, which will
replace paper-based surveys, the report adds.



                           *********


S U B S C R I P T I O N   I N F O R M A T I O N

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