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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, November 25, 2025, Vol. 26, No. 235
Headlines
A R G E N T I N A
AGUA Y SANEAMIENTOS: Fitch Affirms 'CCC+' Long-Term IDRs
ARGENTINA: Defies Calls to Build Up Foreign Currency Reserves
ARGENTINA: Investors Eye Milei Rail Privatization in Country
B R A Z I L
AZUL SA: Court Okays Disclosure Statement
AZUL SA: Wins Bid to Enter Into Backstop Commitment Agreement
ELDORADO BRASIL: Moody's Rates New $750MM Sr. Unsecured Notes 'Ba3'
PRIO SA: Fitch Hikes Long-Term IDR to 'BB+'
C O L O M B I A
OLEODUCTO CENTRAL: Fitch Affirms BB+ LongTerm IDR, Outlook Negative
J A M A I C A
JAMAICA: IDB OKs USD70M Loan to Strengthen Public-Sector Efficiency
JAMAICA: Taps Market for $20BB via Investment Notes
M E X I C O
BRASKEM IDESA: S&P Lowers ICR to 'D' on Missed Interest Payment
GRUPO ELEKTRA: S&P Downgrades ICR to 'B+', Put on CreditWatch Neg.
MEXICO REMITTANCES: S&P Cuts Series 2024-1 Notes Rating to 'BB(sf)'
T R I N I D A D A N D T O B A G O
TRINIDAD & TOBAGO: Inflation Drops to 0.4%, CSO Says
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A R G E N T I N A
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AGUA Y SANEAMIENTOS: Fitch Affirms 'CCC+' Long-Term IDRs
--------------------------------------------------------
Fitch Ratings has affirmed Agua y Saneamientos Argentinos S.A.'s
(AySA) Long-Term Foreign and Local Currency Issuer Default Ratings
(IDRs) at 'CCC+'. Fitch has also affirmed AySA's USD310 million
senior unsecured notes due 2026 at 'CCC+'/ with Recovery Rating of
RR4'. The 'RR4' reflects average expected recovery given default of
31%-50%, per Argentina's established country cap. AySa's Standalone
Credit Profile (SCP) was raised to 'ccc' from 'ccc-'.
AySA's IDRs reflect the recent improvement of its business profile
and cash flow generation, along with the application of Fitch's
Government-Related Entities Criteria (GRE). AySA still relies on
capital injections from the Argentine government to support its
debt obligations, as access to new funding to rollover debt remains
limited. AySA provides essential water and wastewater utility
services for the most economically important region in Argentina,
supporting expectations for continued government transfers and
benefitting the IDRs by one notch.
Key Rating Drivers
Government-Related Entity: Despite AySA's shareholder's challenging
situation, the Argentine government continues to support the
company, a key consideration in the company's assessment. The
government's capital injections totaled about ARS15 billion in
first half of 2025, after ARS375 billion in full year 2024. Under
GRE Criteria, Fitch's assesses the shareholder's Responsibility of
Support as 'very strong' and the Incentive to Support as 'not
strong enough'. This results in a one notch uplift to the issuer's
IDR from its SCP.
Improved Business Profile: AySA's 'ccc' SCP reflects its successful
implementation of monthly tariff increases since 2024, approved by
the government, and cost-efficiency measures. These actions are
credit positive, as they have enhanced cash flow generation and
reinforce the Argentine government's strategy to turn around AySA's
loss-making operations.
Increasing EBITDA and FCF: Fitch forecasts AySA's EBITDA at about
ARS330 billion in 2025 and ARS440 billion in 2026, with EBITDA
margin of around 25%. This marks a significant turnaround from the
company's long record of operating losses. AySA's free cash flow
(FCF) is expected to turn positive and average about ARS70 billion
annually over the same period, supported by lower interest payments
and maintenance capex only. Fitch assumed government support of
about ARS95 billion across 2025-2026 to help meet the company's
debt obligations. The projections include continued monthly tariff
increase, which are crucial to the company's cash flow.
Potential Privatization Can Benefit Ratings: Fitch currently views
the Argentine government's plan to privatize AySA in 2026 as credit
neutral. The agency views the ownership restructure as potentially
positive for the company's ratings, contingent on improvements in
operating efficiency and strengthened financial and business
profile. Future rating actions will reflect the evolution of
Argentina's operating environment and the enforceability of the
regulatory framework. In the event of privatization, Fitch's
assessment would also focus on expected capital expenditure
requirements, the availability of ownership support, and AySA's
bankability and strategy for its financial structure.
Peer Analysis
AySA's SCP is weak compared to its main peers in other Latin
American countries, due to its developing operating performance,
weak regulatory environment and reliance on its dominant state
shareholder for debt support.
This compares unfavorably with Companhia de Saneamento Basico do
Estado de Sao Paulo (SABESP; BB+/Stable), a recently privatized
company based in Brazil with sound cash flow generation and strong
credit metrics, and Aegea Saneamento e Participacoes S.A.
(BB/Stable), a privately-owned company in Brazil with strong EBITDA
margins and a diversified portfolio of concessions.
AySA has a weaker credit profile than Namibia Water Corporation
(NamWater; BB-/Stable), a government-related entity in Namibia
whose ratings mainly reflect its link to its shareholder and
'extremely likely' expectations of support. NamWater's 'bb-' SCP,
reflects the impact of the weak operating environment and its
limited size. Fitch expects NamWater to maintain a strong market
position as the sole water supply company in the country and
despite limited capacity to pass-through costs in the tariff
framework.
Key Assumptions
- Continued support from government through capital injections;
- Tariff increase according to Fitch's inflation estimates for
Argentina;
- Maintenance capex of approximately ARS230 billion-ARS280 billion
per year during 2025-2027.
Recovery Analysis
For issuers with 'B+' IDRs or below, Fitch performs a recovery
analysis for each class of obligations of the issuer based on the
going concern enterprise value of a distressed scenario or the
company's liquidation value. In AySA's case, the consideration for
average recovery considers the company's state-owned status as it
operates a concession utility and is supported by the Argentine
government.
The recovery analysis assumes that AySA would be considered a going
concern (GC) in bankruptcy and that it would be reorganized rather
than liquidated. Fitch has assumed a 10% administrative claim.
AySA's GC EBITDA is ARS109 billion, reflecting a 50% discount of
the company's LTM June 2025 EBITDA, which reflects a distressed
environment. This estimate represents Fitch's view of a
sustainable, post-reorganization EBITDA level used to value the
company. Fitch applies a 5.0x EV/EBITDA multiple, reflecting the
company's market position and business model.
Fitch applies a waterfall analysis to the post-default EV based on
the relative claims of the debt in the capital structure. The debt
waterfall assumptions consider the company's total debt as of June
30, 2025. These assumptions result in a recovery rate for its total
debt within the 'RR1' range. However, due to the soft cap of
Argentina at 'RR4', AySA's debt issuance is rated 'CCC+'/'RR4'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Fitch's perception of lower responsibility of support from the
Argentine government;
- Downgrade of Argentina's sovereign IDR;
- Deterioration of the company's financial and operating
performance that could impact its SCP assessment.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Upgrade of Argentina's sovereign IDR, coupled with improvement in
AySA's SCP.
Liquidity and Debt Structure
Despite continued improvement in cash generation, AySA's liquidity
and financial flexibility over the short-medium term remain
constrained. By the end of June 2025, total debt was ARS132
billion, entirely comprised of the bonds maturing in 2026. On the
same date, AySA's liquidity was ARS40 billion. The company relies
on cash transfers from its majority shareholder to help support its
financial obligations, including the bond coupon and principal
payment on Nov. 1 of around USD70 million. The final debt service
payment of the bond is scheduled for May 1, 2026, and AySA is
expected to receive additional cash its shareholder to meet this
obligation.
Issuer Profile
AySA is the water/wastewater concessionaire of Buenos Aires and 26
municipalities of the metropolitan region, assisting around 15
million people through a concession agreement that matures in 2036
(extendable). The government of Argentina controls the company
through its 90% ownership.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
Agua y Saneamientos Argentinos S.A. has an ESG Relevance Score of
'4' for Governance Structure due to its nature as a majority
government-owned entity and the inherent governance risk that
arises with a dominant state shareholder, which has a negative
impact on the credit profile, and is relevant to the rating[s] in
conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Agua y Saneamientos
Argentinos S.A. LT IDR CCC+ Affirmed CCC+
LC LT IDR CCC+ Affirmed CCC+
senior unsecured LT CCC+ Affirmed RR4 CCC+
ARGENTINA: Defies Calls to Build Up Foreign Currency Reserves
-------------------------------------------------------------
Ignacio Olivera Doll at Bloomberg News reports that despite a
chorus of calls from investors, President Javier Milei and his
advisers are hesitant to rapidly build up Argentina's international
reserves, let the peso float and relax currency controls.
The government's landslide victory in the mid-term elections has
given Milei a window of opportunity to advance a new
foreign-exchange framework, according to Argentine investors, notes
Bloomberg News. That could include reserve purchases, greater
flexibility and a weaker exchange rate to help balance Argentina's
external accounts, Bloomberg News says.
But Economy Minister Luis Caputo, Central Bank Governor Santiago
Bausili and others are resisting the changes after the government's
peso intervention ahead of the vote, Bloomberg News relays.
Factors like the country's illiquid FX market and volatile money
demand contribute to the reluctance, as does the fear of resurgent
inflation, Bloomberg News notes.
"I'm not going to rush out and buy dollars like a madman and
trigger a jump in the exchange rate," Milei said in an interview
last week with a local streaming platform. "As the economy
expands, we will buy dollars. But we're going to keep a close eye
on the inflation rate every day," he added.
Bloomberg News discloses investors argue that a tightly controlled
peso holds back the economy, which had slumped before the midterm
elections, only to regain pace in recent weeks. Economists and
analysts see risks stemming from a strong peso at a time when
Central Bank reserves are lacking, Bloomberg News says.
"There's an exchange-rate level we shouldn't cross – and we're
quite close to it," said Alberto Ades, a director at NWI Management
LP, Bloomberg News relays. "If you see people flying to Miami and
coming back with suitcases full of goods, and construction –
which has always been the engine of post-devaluation recoveries in
Argentina – still isn't picking up, that tells you the exchange
rate is wrong," he added.
Bloomberg News notes that the International Monetary Fund also
would like to see the government take action and buy dollars. "We
have stressed the need to accelerate reserve accumulation efforts
to help better manage volatility and to further strengthen market
confidence," IMF Spokesperson Julie Kozack said, Bloomberg News
notes.
The Central Bank's net foreign reserves – its total minus debt
liabilities – stood at negative US$12.4 billion as of November 7.
That puts it about US$9 billion short of its IMF target for the end
of the year, according to estimates by local brokerage Max Capital,
Bloomberg News discloses. The government also faces a
US$4.5-billion maturity on its global bonds in January, which it
could cover using private financing following the drop in
Argentina's country risk after the October elections, among other
options. Since then, dollar inflows have gone up as companies have
sought to tap external financing, Bloomberg News says.
Bloomberg News relays that Caputo and Bausili have set out various
reasons for why the peso isn't ready to be set free. One of them:
"We cannot let the currency float when our political alternative
continues to be Communism," the minister said. Milei's party was
dealt a significant blow in regional elections in Buenos Aires
Province in September, resulting in a win for the local Peronist
movement that weakened the government going into the midterm vote,
Bloomberg News notes.
Worries about excess peso supply are also playing a major role,
Bloomberg News relays. "Today the government isn't buying dollars
because there's an excess of pesos and the goal is to lift capital
controls. If you lift the controls now, you could trigger a run
against the peso and stoke inflation," said Ramiro Castiñeira, a
member of the government's advisory council, Bloomberg News
discloses.
To avoid that, peso demand needs to rise, reducing the amount of
money overhang or excess savings, he added. The overhang currently
stands at around 1.5 percent of gross domestic product, down from
about 10 percent in November 2023, before Milei came to power,
Bloomberg News notes.
Some in the market think the government could pivot abruptly in the
weeks ahead and start buying dollar reserves as Argentines tend to
need pesos for holiday spending, Bloomberg News relays. In fact,
the Treasury's dollar deposits at the Central Bank rose by US$117
million, according to figures published on the institution's
website – underscoring the incipient but still slow pace of
reserve accumulation, Bloomberg News notes.
"December typically brings higher money demand for seasonal
reasons," said Daniel Chodos, a partner at Dhalmore Capital in
Buenos Aires, adding that this could lead the government to boost
reserves, Bloomberg News notes. Other factors, such as the
settlement of farm sector exports or an unwinding of positions
following overseas bond sales, will also play a role, said Fabio
Saraniti, a partner at Win Securities, a brokerage firm, Bloomberg
News says.
Officials say it will happen, but on their terms. "We are going to
accumulate reserves – and more than anyone might be thinking,"
Caputo said, adding that purchases will track rising peso demand.
"Reserve accumulation will be a consequence of the economic
programme, not its motor, Bloomberg News relays. The objective
can't be accumulating reserves at any cost in a way that could put
economic stability at risk," Bausili said at an economics
symposium, Bloomberg News notes.
Still, the government only has so much time, said Juan Manuel
Pazos, an economist at local brokerage One618, Bloomberg News
notes. If the administration keeps the current framework, "the
ghost of the 2027 election is bound to weigh on policy measures,
capping the government's ability to switch lanes to a consistent
regime at that time," he said, Bloomberg News adds.
About Argentina
Argentina is a country located mostly in the southern half of
South America. Its capital is Buenos Aires. Javier Milei is the
current president of Argentina after winning the November 19,
2023 general election. He succeeded Alberto Angel Fernandez
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.
In March 2022, the International Monetary Fund (IMF) approved a
30-month arrangement under an Extended Fund Facility for Argentina
in the amount of SDR 31.914 billion (equivalent to US$44 billion,
or 1000 percent of quota) -- with an approved immediate
disbursement of an equivalent of US$9.65 billion. Argentina's
IMF-supported program sought to improve public finances and start
to reduce persistent high inflation through a multi-pronged
strategy.
On April 11, 2025, the IMF further approved a 48-month Extended
Fund Facility (EFF) arrangement for Argentina totaling US$20
billion (or 479 percent of quota), with an immediate disbursement
of US$12 billion, and a first review planned for June
2025 with an associated disbursement of about US$2 billion. The
program is expected to help catalyze additional official
multilateral and bilateral support, and a timely re-access to
international capital markets.
Moody's Ratings on July 17, 2025, upgraded Argentina's
long-term foreign currency and local currency issuer ratings to
Caa1 from Caa3 and changed the outlook to stable from positive.
The upgrade reflects Moody's views that the extensive
liberalization of exchange and (to a lesser extent) capital
controls, alongside a new International Monetary Fund (IMF)
program, support the availability of hard currency liquidity and
ease pressure on external finances. This reduces the likelihood of
a credit event. In January 2025, Moody's raised Argentina's local
currency ceiling to B3 from Caa1 and the foreign currency ceiling
to Caa1 from Caa3.
Fitch Ratings, on May 12, 2025, upgraded Argentina's Long-Term
Foreign-Currency and Local-Currency Issuer Default Rating (IDR) to
'CCC+' from 'CCC'. S&P Global Ratings, in February 2025 lowered
its local currency sovereign credit ratings on Argentina to
'SD/SD' from 'CCC/C' and its national scale rating to 'SD' from
'raB+'. DBRS, Inc. upgraded Argentina's Long-Term Foreign and Local
Currency Issuer Ratings to B (low) from CCC in November 2024.
ARGENTINA: Investors Eye Milei Rail Privatization in Country
------------------------------------------------------------
Manuela Tobias & Jonathan Gilbert at Bloomberg News report that
investors seeking to capitalise on Javier Milei's next round of
market reforms are gearing up to bid in a tender to privatise
Argentina's beleaguered freight railways, part of the president's
effort to unleash vast agriculture and mining exports.
The transport unit of billionaire German Larrea's mining and
logistics conglomerate Grupo Mexico SAB is planning to bid for the
Belgrano Cargas network after meeting with Milei officials,
according to a person with direct knowledge of the matter,
according to Bloomberg News. It envisions an investment of at
least US$3 billion, according to the person, who couldn't be named
discussing behind-the-scenes plans, Bloomberg News notes.
GMexico Transportes could see competition from major crop trading
houses, who are working to form a consortium to make an offer in
the tender, according to the Ciara-Cec exports and soy-crushing
association, Bloomberg News relays. The group could include Bunge
Global SA, Louis Dreyfus Co and Cargill Inc, as well as local
powerhouse Aceitera General Deheza SA, Bloomberg News relays.
Neither Grupo Mexico, Bunge, Cargill nor AGD immediately replied to
requests for comment. Louis Dreyfus declined to comment.
Most freight transport in Argentina - like taking crop harvests to
ports and sending fracking sand to a Patagonia shale oil patch - is
done by truck, as thousands of miles of train lines first built by
British entrepreneurs more than a century ago fell into disrepair
amid decades of economic malaise, Bloomberg News discloses.
But Milei, whose libertarian experiment just got fresh voter
endorsement in midterm elections, is now expected to press ahead
with privatising freight rail as well as energy assets and
utilities, Bloomberg News says. He's also likely to rekindle a
tender to deepen the Parana River, a key outlet for Argentine
exports into the Atlantic Ocean, Bloomberg News relays.
Upgrading the sprawling Belgrano Cargas network - which connects
northern Argentina to Parana ports - would help unlock extra soy
and corn production, and catalyze a slew of lithium and copper
projects in the Andes, Bloomberg News discloses.
To be sure, previous governments invested in Belgrano Cargas,
luring money from China, which has had a long-term focus on South
American infrastructure, Bloomberg News says. But the line remains
slow and fragile, Bloomberg News relays. Some lithium producers
have even tested exporting through Chile, rather than trucking all
the way to Parana ports, Bloomberg News notes. The San Martin
network, which connects central Argentina from east to west, and
the Urquiza line bordering Brazil, may also be a part of the
privatisation tender, Bloomberg News discloses.
Rio Tinto Group, which is developing huge lithium operations in
Argentina, is also reported to be interested, notes the report. A
spokeswoman declined to comment.
Larrea, who controls Latin America's second-biggest fortune, is
looking for investment opportunities after a failed bid to buy
Citigroup Inc's Mexican banking business, Bloomberg News relates.
Grupo Mexico has been eyeing expanding its US smelting capacity and
in June delisted its transport unit to provide more control over
decision-making, Bloomberg News relays.
Potential bidders are awaiting the terms and fine print of the
tender, Bloomberg News notes. Milei took the first steps to
privatise through his marquee reforms law passed last year, and
signed an executive decree in February to kick-start the process,
Bloomberg News says. Many business leaders were waiting to see how
Milei fared in the October midterms before committing to
investments, Bloomberg News discloses.
Investors will want assurances that a freight rail investment would
be included in Milei's RIGI incentives program, which provides tax,
customs and currency exchange benefits for 30 years, Bloomberg News
notes. A key issue will also be how to reorganise the freight rail
workforce because there are thousands of state workers on the
payroll and Argentina's labour laws make lay-offs extremely costly,
Bloomberg News adds.
About Argentina
Argentina is a country located mostly in the southern half of
South America. Its capital is Buenos Aires. Javier Milei is the
current president of Argentina after winning the November 19,
2023 general election. He succeeded Alberto Angel Fernandez
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.
In March 2022, the International Monetary Fund (IMF) approved a
30-month arrangement under an Extended Fund Facility for Argentina
in the amount of SDR 31.914 billion (equivalent to US$44 billion,
or 1000 percent of quota) -- with an approved immediate
disbursement of an equivalent of US$9.65 billion. Argentina's
IMF-supported program sought to improve public finances and start
to reduce persistent high inflation through a multi-pronged
strategy.
On April 11, 2025, the IMF further approved a 48-month Extended
Fund Facility (EFF) arrangement for Argentina totaling US$20
billion (or 479 percent of quota), with an immediate disbursement
of US$12 billion, and a first review planned for June
2025 with an associated disbursement of about US$2 billion. The
program is expected to help catalyze additional official
multilateral and bilateral support, and a timely re-access to
international capital markets.
Moody's Ratings on July 17, 2025, upgraded Argentina's
long-term foreign currency and local currency issuer ratings to
Caa1 from Caa3 and changed the outlook to stable from positive.
The upgrade reflects Moody's views that the extensive
liberalization of exchange and (to a lesser extent) capital
controls, alongside a new International Monetary Fund (IMF)
program, support the availability of hard currency liquidity and
ease pressure on external finances. This reduces the likelihood of
a credit event. In January 2025, Moody's raised Argentina's local
currency ceiling to B3 from Caa1 and the foreign currency ceiling
to Caa1 from Caa3.
Fitch Ratings, on May 12, 2025, upgraded Argentina's Long-Term
Foreign-Currency and Local-Currency Issuer Default Rating (IDR) to
'CCC+' from 'CCC'. S&P Global Ratings, in February 2025 lowered
its local currency sovereign credit ratings on Argentina to
'SD/SD' from 'CCC/C' and its national scale rating to 'SD' from
'raB+'. DBRS, Inc. upgraded Argentina's Long-Term Foreign and Local
Currency Issuer Ratings to B (low) from CCC in November 2024.
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B R A Z I L
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AZUL SA: Court Okays Disclosure Statement
-----------------------------------------
The Honorable Sean H. Lane of the United States Bankruptcy Court
for the Southern District of New York granted the motion of Azul
S.A. and its affiliated debtors for entry of an order, pursuant to
sections 1125, 1126 and 1128 of title 11 of the United States
Code, rules 2002, 3016, 3017, 3018 and 3020 of the Federal Rules
of Bankruptcy Procedure, and rules 3017-1, 3018-1 and 3020-1 of
the Local Bankruptcy Rules for the Southern District of New York,
approving, among other things:
(a) the adequacy of information in the Disclosure Statement,
(b) Solicitation and Voting Procedures,
(c) forms of Ballots, notices and notice procedures, and
(d) certain dates.
The Court finds the relief requested is in the best interests of
the Debtors, their estates, creditors and all parties in interest.
The Disclosure Statement is approved as providing Holders of
Claims entitled to vote on the Plan with adequate information to
make an informed decision as to whether to vote to accept or
reject the Plan in accordance with section 1125(a)(1) of the
Bankruptcy Code, and as otherwise required by applicable law with
respect to the Plan.
The Disclosure Statement, including all applicable exhibits and
notices, provides Holders of Claims and Interests and all other
parties in interest with sufficient notice of the release,
exculpation, and injunction provisions contained in Article VIII
of the Plan, in satisfaction of the requirements of Bankruptcy
Rule 3016(c).
All objections, responses, statements or comments, if any, in
opposition to approval of the Disclosure Statement and the relief
requested in the Motion that have not otherwise been resolved or
withdrawn prior to, or on the record at, the Disclosure Statement
Hearing are overruled in their entirety.
The following dates are established (subject to modification as
necessary) with respect to the solicitation of votes to accept,
and voting on, the Plan:
Event Date
----- ----
Plan Supplement Filing Deadline November 26, 2025
Voting Deadline, Opt-Out Deadline,
Plan Objection Deadline, Contract
Objection Deadline December 2, 2025, at 4:00 p.m.
Deadline to File Voting Report December 5, 2025, at 4:00 p.m.
Deadline to File the Confirmation
Brief and Omnibus Reply to Plan
Objections Three (3) days before
Confirmation Hearing, at
4:00 p.m.
Confirmation Hearing Date December 11, 2025, at
11:00 a.m.
The Solicitation Packages are approved.
The Solicitation Packages provide the Holders of Claims entitled
to vote on the Plan with adequate information to make informed
decisions with respect to voting on the Plan in accordance with
the Bankruptcy Code, Bankruptcy Rules 2002(b) and 3017(d), and
the Local Rules.
The Solicitation and Voting Procedures provide for a fair and
equitable process and are consistent with section 1126 of the
Bankruptcy Code, Bankruptcy Rule 3018 and the Local Rules, and are
approved in their entirety.
A copy of the Disclosure Statement is available at
https://urlcurt.com/u?l=sewGUC from PacerMonitor.com.
A copy of the Solicitation and Voting Procedures and the Court's
Order dated November 5, 2025, are available at
https://urlcurt.com/u?l=jrHWQ0 from PacerMonitor.com.
About Azul S.A.
Azul S.A. (B3: AZUL4, NYSE: AZUL), the largest airline in Brazil
by number of flight departures and cities served, offers 900 daily
flights to over 150 destinations. With an operating fleet of over
200 aircrafts and more than 15,000 Crewmembers, the Company has a
network of 300 non-stop routes. Azul was named by Cirium (leading
aviation data analysis company) as the most on-time airline in the
world in 2023. In 2020, Azul was awarded best airline in the world
by TripAdvisor, the first time a Brazilian flag carrier earned the
number one ranking in the Traveler's Choice Awards. On the Web:
http://www.voeazul.com.br/imprensa
On May 28, 2025, Azul S.A. and 19 affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 25-11176).
The cases are pending before Judge Sean H. Lane.
The Company is supported by Davis Polk & Wardwell LLP, White & Case
LLP, and Pinheiro Neto Advogados as legal counsel; FTI Consulting
as financial advisor; Guggenheim Securities, LLC as investment
banker; SkyWorks Capital LLC as fleet advisor; and FTI Consulting,
C Street Advisory Group, and MassMedia as strategic communications
advisors. Stretto is the claims agent.
The Participating Lenders are supported by Cleary Gottlieb Steen &
Hamilton LLP and Mattos Filho as legal counsel and PJT Partners as
investment banker.
United Airlines is supported by Hughes Hubbard & Reed LLP and
Sidley Austin LLP as legal counsel and Barclays Investment Bank as
investment banker.
American Airlines is supported by Latham & Watkins LLP as legal
counsel.
AerCap is supported by Pillsbury Winthrop Shaw Pittman LLP as legal
counsel.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases. The
Committee retained Willkie Farr & Gallagher LLP as its counsel,
Alvarez & Marsal North America, LLC, as its financial advisor,
Houlihan Lokey Capital, Inc., as its investment banker.
The Backstop Commitment Parties are represented by Cleary Gottlieb
Steen & Hamilton and Mattos Filho, Veiga Filho, Marrey Jr. e
Quiroga Advogados. The Subscription Agent is Stretto.
AZUL SA: Wins Bid to Enter Into Backstop Commitment Agreement
-------------------------------------------------------------
The Honorable Sean H. Lane of the United States Bankruptcy Court
for the Southern District of New York granted on a final basis the
motion of Azul S.A. and its direct and indirect subsidiaries for
entry of an order, pursuant to sections 105(a), 363, 503(b)(1),
and 507(a)(2) of the Bankruptcy Code authorizing and approving the
Debtors' (a) entry into, and performance under, a Backstop
Commitment Agreement, and (b) incurrence, payment, and allowance
of the related Backstop Obligations as administrative expense
claims.
Azul commenced the Chapter 11 Cases to implement a comprehensive
financial restructuring that, once effectuated, will (a) reduce
funded debt by over $2.0 billion, (b) provide the Debtors with
approximately $670 million of new capital to bolster liquidity
during the restructuring process, and (c) provide up to
approximately $950 million of new equity investments upon emergence
to address the DIP financing raised in the Chapter 11 Cases and to
optimize the size and cost structure of Azul's fleet and supply
chain. The Debtors' emergence from the Chapter 11 Cases will be
facilitated by, among other things, (y) a commitment from certain
existing bondholders to backstop the ERO and to receive take-back
exit debt for the Debtors' remaining DIP financing obligations and
(z) a commitment from United Airlines, Inc. and American Airlines,
Inc. as Strategic Partners to invest a minimum of $200 million,
and up to $300 million of additional new equity.
The terms of the proposed restructuring transactions are set forth
in the restructuring support agreements among the Debtors and their
key financial stakeholders and strategic partners, including (a)
certain of their existing bondholders, (b) AerCap Holdings N.V.,
the lessor of more than a majority of the aircraft leased to the
Debtors as of the Petition Date, and (c) the Strategic Partners,
who have together agreed to meaningfully support Azul with
resources, capital commitments, significant operational savings,
and increased liquidity.
The bondholder group consists of (a) the Consenting Superpriority
Noteholders, holding in the aggregate 75% of the aggregate
principal amount of the Superpriority Notes Claims; (b) the
Consenting 1L Noteholders, holding in the aggregate 67% of the
aggregate principal amount of the 1L Notes Claims; (c) the
Consenting 2L Noteholders, holding in the aggregate 49% of the
aggregate principal amount of the 2L Notes Claims; (d) the
Consenting Convertible Debenture Noteholders, holding in the
aggregate 95% of the aggregate principal amount of the Convertible
Debenture Claims; and (e) the Consenting Bridge Noteholders,
holding in the aggregate 89% of the aggregate principal amount of
the Bridge Note Claims.
Under the backstop deal, certain parties have committed to
financially support an equity capital raise of up to US$650
million as part of Azul S.A.'s Chapter 11 restructuring process.
The agreement provides a "backstop commitment" to ensure that Azul
successfully raises the committed amount of equity capital. The
parties agree to purchase any unsubscribed shares in the equity
rights offering, ensuring the company receives the full amount of
funding it needs.
The Backstop Commitment Agreement is approved in its entirety.
The Backstop Obligation are approved and allowed as administrative
expenses pursuant to sections 503(b) and 507(a) of the Bankruptcy
Code. The Court finds the terms and conditions of the Backstop
Commitment Agreement, including the Backstop Obligations, are fair,
reasonable, and the best available to the Debtors under the
circumstances.
The Debtors' entry into and performance under the Backstop
Commitment Agreement, including the Debtors' agreement to pay each
of the Backstop Obligations and the Extension Fees, constitute a
reasonable exercise of the Debtors' business judgment.
According to the Court, the Backstop Commitment Agreement and all
relief requested in the Motion serve to maximize estate value for
the benefit of all the Debtors' stakeholders and parties in
interest and are otherwise in the best interests of the Debtors,
their estates, their creditors, and all other parties in interest.
The deal that an incremental extension fee will be earned by the
Backstop Commitment Parties in an amount equal to 1.5% of the ERO
Amount if the Closing Date has not occurred on or prior to January
31, 2026.
The Backstop Obligations constitute actual and necessary costs and
expenses to preserve the Debtors' estates and are reasonable and
warranted on the terms set forth in the Backstop Commitment
Agreement.
A copy of the Backstop Commitment Agreement and the Court's Order
are available at https://urlcurt.com/u?l=hqDMn7 from
PacerMonitor.com.
About Azul S.A.
Azul S.A. (B3: AZUL4, NYSE: AZUL), the largest airline in Brazil
by number of flight departures and cities served, offers 900 daily
flights to over 150 destinations. With an operating fleet of over
200 aircrafts and more than 15,000 Crewmembers, the Company has a
network of 300 non-stop routes. Azul was named by Cirium (leading
aviation data analysis company) as the most on-time airline in the
world in 2023. In 2020, Azul was awarded best airline in the world
by TripAdvisor, the first time a Brazilian flag carrier earned the
number one ranking in the Traveler's Choice Awards. On the Web:
http://www.voeazul.com.br/imprensa
On May 28, 2025, Azul S.A. and 19 affiliated debtors filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 25-11176).
The cases are pending before Judge Sean H. Lane.
The Company is supported by Davis Polk & Wardwell LLP, White & Case
LLP, and Pinheiro Neto Advogados as legal counsel; FTI Consulting
as financial advisor; Guggenheim Securities, LLC as investment
banker; SkyWorks Capital LLC as fleet advisor; and FTI Consulting,
C Street Advisory Group, and MassMedia as strategic communications
advisors. Stretto is the claims agent.
The Participating Lenders are supported by Cleary Gottlieb Steen &
Hamilton LLP and Mattos Filho as legal counsel and PJT Partners as
investment banker.
United Airlines is supported by Hughes Hubbard & Reed LLP and
Sidley Austin LLP as legal counsel and Barclays Investment Bank as
investment banker.
American Airlines is supported by Latham & Watkins LLP as legal
counsel.
AerCap is supported by Pillsbury Winthrop Shaw Pittman LLP as legal
counsel.
The U.S. Trustee for Region 2 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases. The
Committee retained Willkie Farr & Gallagher LLP as its counsel,
Alvarez & Marsal North America, LLC, as its financial advisor,
Houlihan Lokey Capital, Inc., as its investment banker.
The Backstop Commitment Parties are represented by:
Richard J. Cooper, Esq.
Thomas S. Kessler, Esq.
Carina S. Wallance, Esq.
Cleary Gottlieb Steen & Hamilton
One Liberty Plaza
New York, NY 10006
Email: rcooper@cgsh.com
tkessler@cgsh.com
cwallance@cgsh.com
- and -
Marina Anselmo Schneider, Esq.
Marcelo Sampaio Goes Ricupero, Esq.
Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados
Alameda Joaquim Eugenio de Lima, 447
Bela Vista, São Paulo â€" SP, 01403-001
Email: marina.anselmo@mattosfilho.com.br
mricupero@mattosfilho.com.br
The Subscription Agent is:
Jung (JW) Song
Stretto
7 Times Square Tower, Suite 1601
New York, NY 10036
Email: AzulBackstopTransfer@Stretto.com
ELDORADO BRASIL: Moody's Rates New $750MM Sr. Unsecured Notes 'Ba3'
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Moody's Ratings has assigned a Ba3 rating to the proposed up to
$750 million backed global senior unsecured notes due in 2032 to be
issued by Eldorado Intl. Finance GmbH (Austria), with a stable
outlook. The notes will be unconditionally and irrevocably
guaranteed by Eldorado Brasil Celulose S.A. ("Eldorado") and
Cellulose Eldorado Austria GmbH. The proposed issuance is part of
Eldorado's ongoing liability management plan, with proceeds to be
used to refinance upcoming maturities. Eldorado´s Ba3 corporate
family rating remains unchanged.
The assignment of a Ba3 rating to the proposed notes reflects
Moody's expectations that Eldorado will continue to proactively
address short-term maturities, thereby improving its debt maturity
schedule and reducing refinancing risk. The proposed issuance
aligns with Eldorado's liability management strategy to extend debt
maturities and strengthen liquidity. Proceeds will add to
Eldorado's BRL6.3 billion in liquidity, supporting the refinancing
of debt maturities from 2026 through 2028.
The rating of the proposed notes assumes that the final transaction
documents will not be materially different from draft legal
documentation reviewed by us to date and assume that these
agreements are legally valid, binding and enforceable.
RATINGS RATIONALE
Eldorado's Ba3 rating reflects its consistent operating performance
across pulp price cycles, with Moody's-adjusted EBITDA margin
averaging 52% over the past five years. This demonstrates the
quality of its assets and strong competitive position, supported by
a vertically integrated, low-cost production process. Efficient
operations are driven by a modern plant, strategic location, ample
forest resources, and self-sufficiency in wood and energy. Eldorado
is also Brazil's second-largest hardwood market pulp producer, with
average annual output of 1.8 million tons.
The rating is constrained by Eldorado's relatively small scale and
exposure to event risk due to single-plant operations and limited
product diversification. While this concentration increases
vulnerability to operational disruptions, Eldorado mitigates these
risks through comprehensive risk management, operational
flexibility, contractual safeguards, and business continuity
insurance.
The rating also reflects the recent change in capital structure
following the ownership consolidation at J&F S.A. ("J&F"), which
has significantly increased Eldorado's gross debt and leverage with
the dropdown of its acquisition loan, while pressuring liquidity
due to the short-term nature of the new debt. As a result of the
shareholder-level transaction and subsequent refinancing,
Moody's-adjusted leverage will peak near 7.0x by year-end 2025.
Moody's expects leverage to begin gradually declining in 2026 as
the company executes its liability management plan and asset
monetization initiatives.
The stable outlook reflects Moody's expectations that Eldorado will
continue to make progress in executing its liability management
strategy, including reducing gross debt, extending maturities, and
improving liquidity. Persistently low pulp prices and rising
interest expenses are expected to weigh on cash flow generation and
interest coverage metrics in the near term. As such, Moody's
expects Eldorado to maintain disciplined cash flow allocation and
continue to pursue measures to strengthen its balance sheet and
improve its debt maturity profile.
A comprehensive review of all credit ratings for the respective
issuer(s) has been conducted during a rating committee.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The rating could be upgraded if Eldorado successfully concludes its
liability management plan and leverage improves either through
gross debt reduction or through improvement in cash flow
generation, while maintaining a strong liquidity position.
Quantitatively, an upgrade of the company's rating would require
the maintenance of strong credit metrics including, leverage
sustained below 3.5x Moody's-adjusted total debt/EBITDA on an
ongoing basis, Moody's-adjusted retained cash flow to net debt
above 25% on an ongoing basis, positive free cash flow (FCF) and
interest coverage, measured as Moody's-adjusted EBITDA/interest
expense, at or above 5.0x on a sustained basis. Upward pressure on
the rating could also arise if Eldorado gains scale and increases
cash flow diversification by source (different segments) and/or
geography (asset location), while sustaining its competitive cost
position and strong credit metrics.
The rating could be downgraded if Eldorado's liquidity profile
deteriorates or the company is not able to continue to improve its
debt maturity schedule and capital structure. A downgrade could
also result from deteriorations in operating performance or
persistently low or negative free cash flow generation.
Quantitatively, negative pressure on the rating would result from
leverage, measured as total adjusted debt/EBITDA, expected to
remain at 4.5x or above on a sustained basis, Moody's adjusted
retained cash flow to net debt below 15% on an ongoing basis; and
interest coverage, measured as adjusted EBITDA/interest expense,
remaining below 4.0x on a sustained basis.
Headquartered in Sao Paulo, Brazil, with operations in Tres Lagoas,
Mato Grosso do Sul, Eldorado is a significant operator in the
global pulp market. The company produces about 1.8 million tons of
hardwood pulp per year. Production costs are highly competitive and
supported by an extensive planted forest base of about 300 thousand
hectares. Eldorado began operations in December 2012 and reported
revenue of BRL6.2 billion ($1.12 billion) in the 12 months ended
September 2025. Eldorado is wholly owned by J&F.
J&F, which is owned by the Batista family, is a Brazilian holding
company with a diverse portfolio including protein producer JBS
S.A. (Baa3 stable). J&F is active across various industries,
including agribusiness, finance, energy and manufacturing.
The principal methodology used in this rating was Paper and Forest
Products published in November 2025.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
PRIO SA: Fitch Hikes Long-Term IDR to 'BB+'
-------------------------------------------
Fitch Ratings upgraded PRIO S.A.'s (PRIO) Long-Term Local and
Foreign Currency Issuer Default Ratings (IDRs) to 'BB+', from 'BB'.
Fitch also upgraded to 'BB+' from 'BB' PRIO Luxembourg Holding
S.a.r.l.'s (PRIO Lux) Foreign Currency IDR and the ratings of its
secured notes due 2026 and unsecured notes due 2030, and affirmed
the 'AAA(bra)' Long-Term National Scale ratings of PRIO, Prio Forte
S.A. (Prio Forte) and Prio Forte's debenture issuances. The Rating
Outlook for corporate ratings is Stable.
The upgrade follows the closing of the acquisition of additional
40% interest in Peregrino assets, enhancing PRIO's business scale
and its position within the 'BB' rating category while maintaining
adequate credit profile. Fitch's base case scenario foresees PRIO's
net leverage reaching 2.0x (on a pro forma basis) in 2025 and 1.4x
by 2026. Fitch expects PRIO to proactively manage liabilities to
avoid exposure to refinancing risks during 2027 and 2028.
Key Rating Drivers
Scale Benefits: The Peregrino acquisition increases PRIO's proven
reserves (1P) by 21% to 872 million barrels of oil equivalent (boe)
and its 1P production by 53% to 168 thousand boe/day (pro forma for
both the acquisition and Peregrino shutdown), which are consistent
with a 'BB+' IDR. Production is expected to average 100 kboe/d in
2025 and 198 kboe/d in 2026 with the remaining 20% interest in
Peregrino and the ramp-up of Wahoo.
The Wahoo startup, expected for 2026, along with strong growth from
Albacora Leste, should more than offset Frade's depletion (around
14% per year). Projections consider all four wells of Wahoo
becoming operational by March 2026, adding around 35 kboe/d over a
full year. PRIO's track record mitigates the increasing execution
risks as the company advances on ultradeep waters in Albacora
Leste, whose contribution will decline to 15% of the output
estimated through 2027 after the Peregrino acquisition, from 30% in
2024.
Price Resilience: PRIO's high operational efficiency helps navigate
the oil price volatility, despite the negative impact from the
Peregrino acquisition on pricing and lifting cost. In a scenario of
low prices and significant cuts to investment and production, Fitch
estimates PRIO's net leverage will remain below 3.0x, even
considering Brent oil prices at USD50/barrel. PRIO's robust reserve
base, ownership of its production vessels, and direct operation of
its fields provide flexibility to adjust investments according to
market cycles.
Manageable Impact on Efficiency: The average discount to Brent
should increase to USD5.6/boe in 2025 and USD6.6/boe after, from
USD3.0/boe in 2024, reflecting the lower quality of Peregrino's
oil. The acquisition also impacts PRIO's historically low lifting
cost, but it should remain competitive. Fitch estimates average
lifting cost at USD15/boe in 2025 and USD10/boe in 2026 from
USD9/boe in 2024, with the 2025 estimate negatively impacted by
Peregrino shutdown. The Wahoo-Frade tieback and increased
production from Albacora Leste field should partially offset the
impact of the acquisition on efficiency.
Strong FCF: Fitch forecasts EBITDA of BRL7.3 billion in 2025
(BRL10.9 billion pro forma), impacted by the shutdown, and of
BRL16.2 billion in 2026, after Peregrino and Wahoo. From 2025 to
2027, PRIO should generate EBITDA close to USD40/boe (USD55/boe in
2024). FCF should reduce in 2025 to BRL1.3 billion due to lower
EBITDA, higher interests and higher capex, significantly increasing
toward BRL7.0 billion over 2026-2027. Capex should average BRL3.8
billion in 2025-2026, more concentrated in the Frade-Wahoo tieback,
declining to BRL1.8 billion in 2027-2028. Peregrino adds marginal
incremental capex and lower growth potential compared to previous
acquisitions.
Rapid Deleveraging: The acquisition and the two-month stop
interruption in Peregrino will temporarily strain PRIO's credit
metrics. Net leverage should rise to 3.6x in 2025 (or 2.0x pro
forma), from 2.0x in September 2025, but is expected to fall to
1.4x in 2026 and 0.9x in 2027. Fitch's base case assumes Brent at
USD65/bbl from 2025 to 2027 and dividend distribution starting in
2027. It also considers additional payment of USD600 million in
2026 for the remaining 20% interest. Fitch expects PRIO to manage
its capital allocation conservatively in terms of growth and
shareholder returns.
Equalized Ratings: Fitch equalizes the ratings of Prio Forte and
Prio Lux to those of PRIO due to guarantees provided by the parent
company for all or most of the debt of these subsidiaries, in
accordance with the Parent Company/Subsidiary Rating Linkage
Methodology. Prio Forte operates Albacora Leste, Frade, and Wahoo,
and is PRIO's main subsidiary, accounting for the majority of the
estimated production until 2029.
Peer Analysis
PRIO's estimated production around 170 kboe/d over 2025-2027 is at
the high end of 'BB' category, slightly below the North American
oil-weighted producers Matador Resources Company (Matador, IDR
BB/Stable) and SM Energy Company, L.P. (SM Energy, IDR BB/RWP),
both operating in the onshore Permian basin. PRIO's scale is also
close to Murphy Oil Corporation's (Murphy Oil, BB+/Stable), which
operates onshore fields in the Eagle Ford shale in the US and the
Tupper/Montney basin in Canada, as well as offshore fields in the
Gulf of Mexico and Canada. PRIO's scale is smaller than Permian
Resources Corporation's (Permian, BBB-/Stable), which is close to
370 kboe/d.
Among these companies, PRIO is the most profitable and has the
longer 1P reserve life. Fitch expects PRIO to generate USD39 of
EBITDA from each boe produced over the 2025-2027 period, on
average, above USD30/boe projected for Matador and the USD20/boe to
USD25/boe range projected for the other peers. Over the same
period, PRIO should maintain 1P reserves of around 870 million boe,
equivalent to average 14 years of production. This is higher than
the ranges expected for Matador and Permian (eight to nine years)
and for SM Energy and Murphy Oil (11 to 12 years). The comfortable
reserve life gives PRIO significant flexibility on capex.
PRIO is more levered than its peers. Over the 2025-2027 period, the
average Debt/1P reserves ratio is close to USD5.0/boe, close to
Matador's and above the USD2/boe to USD4/boe range expected for the
other peers. PRIO should deleverage quickly towards 1.3x in 2026,
from 3.6x expected for YE 2025. Projections for the peers lie in
the 0.8x to 1.3x range over 2025-2027, on average.
Key Assumptions
- Average Brent price of USD65/bbl from 2025 to 2027;
- Wahoo first oil in 1Q26;
- Average daily production of 100 kboe/d (150 kboe/d pro forma);
198 kboe/d; 209 kboe/d; and 208 kboe/d, respectively, from 2025 to
2028;
- Oil sales at an average discount to Brent of USD5.7/bbl in 2025
and around USD6.5/bbl over 2026-2028;
- Lifting cost: USD15/bbl in 2025 and around USD10/bbl over
2026-2028;
-Annual capex around BRL3.1 billion over 2024-2026;
-Dividend payout ratio of 25% of net income as of 2027;
- Rating case assumes PRIO will proactively roll over debt
maturities to reduce short-term refinancing risk.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Gross EBITDA leverage and/or net EBITDA leverage consistently
above 3.0x and 2.5x, respectively;
- Deterioration of the liquidity profile, including failure to
materially reduce short-term debt maturities;
- Consistent reduction in profitability;
- Major operational disruptions to key productive assets that
result in a material decrease in production.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- 1P reserves and 1P production consistently above 1.5 billion boe
and 175 kboe/d, respectively;
- Gross EBITDA leverage and/or net EBITDA leverage consistently
below 2.0x and 1.5x, respectively.
- Maintenance of strong liquidity profile and no refinancing
exposure within 24-months period.
Liquidity and Debt Structure
PRIO has a manageable liquidity profile, considering the payment of
Peregrino acquisition and remaining debt maturities in 2026. Fitch
estimates PRIO will hold cash balance around BRL4.0 billion by YE
2025, which covers almost 90% of the BRL4.5 billion disbursements
in 2026 related to debt maturities (BRL1.1 billion) and Peregrino's
last instalment (estimated at BRL3.4 billion). A strong FCF of
BRL8.4 billion in 2026 and dividend flexibility should provide for
adequate liquidity by end-2026.
Fitch expects the company to proactively manage liabilities for
2027 and 2028 to avoid refinancing risk exposure and pressure on
its ratings. PRIO has debt maturities of BRL7.4 billion and BRL5.7
billion due in 2027 and 2028, respectively, to be refinanced.
PRIO has demonstrated good access to both credit and debt market.
During 2025 PRIO raised BRL14.6 billion from banks (BRL7.7
billion), five-year unsecured notes (BRL3.9 billion) and seven-year
unsecured debentures (BRL3.0 billion), fully swapped to U.S.
dollars, and refinanced most of the bank loans and the secured
notes due 2026. PRIO's comfortable reserve life and high
operational efficiency should continue to support strong access to
domestic and international markets to roll over debt, despite
Fitch's negative outlook for oil prices.
In September 2025, PRIO's debt of BRL24.8 billion was comprised of
bank loans (47%), debentures (40%) and secured notes due 2026,
including currency swaps (13%). Cash balance and short-term debt
were BRL9.4 billion and BRL3.5 billion, respectively.
Issuer Profile
PRIO is a Brazilian oil and gas company, focused on operating and
developing offshore mature fields. Prio Forte is PRIO's most
relevant subsidiary and Petrorio Lux is a funding vehicle that
incorporates the trading activity. PRIO has no controlling
shareholder.
External Appeal Committee Outcomes
In accordance with Fitch's policies the Issuer appealed and
provided additional information to Fitch that resulted in a rating
action that is different than the original rating committee
outcome.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
PRIO Luxembourg Holding S.A.R.L has an ESG Relevance Score of '4'
for Group Structure due to {DESCRIPTION OF ISSUE/RATIONALE}, which
has a negative impact on the credit profile, and is relevant to the
rating[s] in conjunction with other factors.
PRIO Luxembourg Holding S.A.R.L has an ESG Relevance Score of '4'
for Governance Structure due to {DESCRIPTION OF ISSUE/RATIONALE},
which has a negative impact on the credit profile, and is relevant
to the rating[s] in conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Prio Forte S.A. Natl LT AAA(bra) Affirmed AAA(bra)
senior unsecured Natl LT AAA(bra) Affirmed AAA(bra)
PRIO Luxembourg
Holding S.A.R.L LT IDR BB+ Upgrade BB
senior secured LT BB+ Upgrade BB
senior unsecured LT BB+ Upgrade BB
PRIO S.A. LT IDR BB+ Upgrade BB
LC LT IDR BB+ Upgrade BB
Natl LT AAA(bra) Affirmed AAA(bra)
===============
C O L O M B I A
===============
OLEODUCTO CENTRAL: Fitch Affirms BB+ LongTerm IDR, Outlook Negative
-------------------------------------------------------------------
Fitch Ratings has affirmed Oleoducto Central S.A.'s (OCENSA)
Long-Term Foreign and Local Currency Issuer Default Ratings (IDRs)
at 'BB+'. The Rating Outlook is Negative.
OCENSA's ratings reflect the linkage with the credit profile of
Ecopetrol S.A. (BB+/Negative), which indirectly owns 72.65% of
OCENSA. Fitch believes operational synergies and strategic ties
between the entities are important enough to create economic
incentives for Ecopetrol to effectively support OCENSA, if needed.
The ratings incorporate OCENSA's strong competitive position as the
largest and most reliable crude oil transportation company in
Colombia, which gives it cost advantages over its main competitors.
The company's moderate exposure to volume risk and the regulated
nature of the business provide cash flow stability and minimize
margin volatility.
Key Rating Drivers
Linkage to Ecopetrol: OCENSA's ratings reflect its linkage to the
credit profile of Ecopetrol, Colombia's largest crude oil producer
and principal off-taker. OCENSA's operations are an integral to
Ecopetrol's logistics chain, and Ecopetrol relies on OCENSA's
pipeline network to transport crude oil from production fields to
its refineries and export terminal. OCENSA transported 82% of
Ecopetrol's crude oil production in 2Q25, underscoring strategic
importance and reinforcing incentives for support, if required.
Strong Competitive Position: OCENSA is Colombia's largest crude oil
transportation system, connecting key producing oil basins to the
country's main crude oil export terminal, and acting as a gateway
to the country's largest refineries. Sustained system utilization
above 80% supports operating efficiency, cost advantages versus
competitors, and stable cash generation. OCENSA transported 83% of
national crude production and 61% of oil exports in 2Q25.
Consistent and Predictable Cash Flow from Operations: OCENSA's
revenue profile is predominantly fee-based and fixed-price
arrangements under ship-and-pay contracts, with no direct exposure
to commodity price movements. Approximately 25% of revenue derives
from ship-or-pay contracts associated with 135 thousand barrels per
day (kbpd) of incremental capacity, supporting predictability.
Tariffs are regulated, denominated in U.S. dollars, indexed to
inflation and reviewed every four years, contributing to margin
stability. Ecopetrol accounts for more than 80% of revenue,
underpinning cash flow visibility.
Conservative Capital Structure: Fitch expects leverage to remain
close to 0.3x over the rating horizon, with no anticipated pressure
on credit metrics. Strong and consistent cash flow supports funding
of maintenance and modest expansion capex with limited use of debt.
OCENSA's only financial debt is USD400 million senior unsecured
notes due 2027, outstanding as of June 30, 2025.
Manageable Volume Risk: OCENSA is exposed to volume risk, but Fitch
views this as manageable, given demonstrated resilience across oil
price cycles, limited alternative transportation options and
intermittent disruptions on competing routes such as Caño
Limon-Coveñas system. Transported volumes increased to 608 kbpd
during 2025 from 590 kbpd during 2024, despite national crude oil
production declining to 736 kbpd from 773 kbpd over the same
period.
Peer Analysis
OCENSA's ratings compare well relative to tolling-based natural gas
peers in the region, such as Transportadora de Gas Internacional
S.A. ESP (TGI; BBB/Negative) and Transportadora de gas del Peru,
S.A. (TGP; BBB+/Stable) due to their stable and predictable cash
flow generation.
OCENSA has a stronger financial profile, with leverage of 0.3x over
the rating horizon, which offsets higher exposure to volume risk,
given its greater reliance on take-and-pay contracts relative to
peers. Fitch considers TGI and TGP to have lower business risk,
resulting from a solid long-term contractual structure and low to
no exposure to commodity price or volume risk.
OCENSA's ratings remain three notches below TGP's and two notches
below TGI's, even though TGP and TGI have less-conservative capital
structures. TGP has a stronger business profile, with revenue
derived from long-term ship-or-pay contracts, with an average
remaining life of around nine years. TGI's average contract length
is four years, which reduces revenue visibility compared with TGP.
TGI is rated in line with its parent, Grupo Energia Bogota S.A.
E.S.P. (GEB; BBB/Negative), and maintains a strong linkage to GEB.
OCENSA's ratings reflect strong operational and strategic ties to
Ecopetrol. As a result, Fitch considers it unlikely that the
companies will have different credit profiles.
Key Assumptions
- System utilization sustained above 80%, with transported volumes
around recent levels.
- Volumes for ship-and-pay contracts grow 1% annually over the
rating horizon from 2024's results;
- Volumes for ship-or-pay contracts are according to negotiated
terms with off-takers;
- Current tariffs remain valid through 2025, and then increase by
1% annually thereafter;
- Capex estimated at USD50 million in 2025, and increasing each
year, including forecast inflation;
- Dividend payout of 100% of net income.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A downgrade of Ecopetrol's credit ratings;
- A weakening of the company's linkage with Ecopetrol and a
material deterioration of OCENSA's capital structure.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- An upgrade of Ecopetrol's credit ratings.
Liquidity and Debt Structure
Liquidity is strong, supported by cash on hand, robust internal
cash flow generation and a favorable debt maturity schedule. OCENSA
reported COP451 billion of cash on hand as of June 30, 2025. Fitch
expects CFO to average COP3.8 trillion through the medium term,
with a significant proportion likely be upstreamed via dividend.
Positive FCF is expected in the near to medium term, given the
absence of sizable capex requirements and stable operating
performance. The single USD400 million bond due 2027 concentrates
refinancing needs but is manageable in light of OCENSA's cash
generation and market access.
Issuer Profile
OCENSA is Colombia's largest crude oil transportation company, with
pipelines covering 836 km underground and 12 km offshore. It
connects Colombia's most prolific oil basins with its main crude
oil export terminal and is a gateway to the country's largest
refineries.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Oleoducto Central
S.A. (OCENSA) LT IDR BB+ Affirmed BB+
LC LT IDR BB+ Affirmed BB+
=============
J A M A I C A
=============
JAMAICA: IDB OKs USD70M Loan to Strengthen Public-Sector Efficiency
-------------------------------------------------------------------
The Board of Executive Directors of the Inter-American Development
Bank (IDB) approved a loan of up to US$70 million to advance
Jamaica's ongoing public-sector transformation program. The
initiative aims to make public administration more efficient and
effective, improving services for both citizens and public
servants.
The program, financed by the IDB, will enhance the management of
human, financial, and organizational resources by strengthening
core government functions, streamlining institutional structures,
and modernizing civil service systems.
Financing will support measures such as implementing shared
corporate across government, rationalizing public bodies, and
modernizing civil service management systems and processes. These
actions are designed to reduce duplication, improve coordination,
and strengthen human resource practices.
These reforms are expected to improve coordination, increase
effectiveness, and lower costs across government operations. By
optimizing procurement, payroll, and financial management
processes, the program will help Jamaica use public resources more
efficiently and improve policy coordination.
The loan, under the Specific Investment Loan modality, has a
repayment term of 23.5 years, a grace period of seven years, and an
interest rate based on SOFR. The total financing for the program
amounts to US$78.5 million, including US$8.5 million in local
counterpart funding.
About Jamaica
Jamaica is an island country situated in the Caribbean Sea. Jamaica
is an upper-middle income country with an economy heavily dependent
on tourism. Other major sectors of the Jamaican economy include
agriculture, mining, manufacturing, petroleum refining, financial
and insurance services.
On Feb. 21, 2025, Fitch Ratings affirmed Jamaica's Long-Term
Foreign-Currency Issuer Default Rating (IDR) at 'BB-', with a
positive rating outlook. In October 2023, Moody's upgraded the
Government of Jamaica's long-term issuer and senior unsecured
ratings to B1 from B2, and senior unsecured shelf rating to (P)B1
from (P)B2. The outlook has been changed to positive from stable.
In September 2024, S&P affirmed 'BB-/B' longterm foreign and local
currency sovereign credit ratings on Jamaica and revised outlook to
positive.
JAMAICA: Taps Market for $20BB via Investment Notes
---------------------------------------------------
RJR News reports that the government will be seeking to borrow a
total of $20 billion in order to help fund the originally
programmed $1.26 trillion budget on November 26.
It will be seeking to raise $3 billion from its 7.5 per cent per
annum benchmark investment note which will mature in 2025,
according to RJR News.
Meanwhile, it will also be seeking to borrow another $14 billion
from its 11.88 per cent per annum benchmark investment note which
will mature in 2030, the report notes.
Additionally, the administration will look to raise another $3
billion from its 8.25 per cent per annum benchmark investment note,
the report relays.
The minimum amount which can be invested in these instruments is
$1,000, the report adds.
About Jamaica
Jamaica is an island country situated in the Caribbean Sea. Jamaica
is an upper-middle income country with an economy heavily dependent
on tourism. Other major sectors of the Jamaican economy include
agriculture, mining, manufacturing, petroleum refining, financial
and insurance services.
On Feb. 21, 2025, Fitch Ratings affirmed Jamaica's Long-Term
Foreign-Currency Issuer Default Rating (IDR) at 'BB-', with a
positive rating outlook. In October 2023, Moody's upgraded the
Government of Jamaica's long-term issuer and senior unsecured
ratings to B1 from B2, and senior unsecured shelf rating to (P)B1
from (P)B2. The outlook has been changed to positive from stable.
In September 2024, S&P affirmed 'BB-/B' longterm foreign and local
currency sovereign credit ratings on Jamaica and revised outlook to
positive.
===========
M E X I C O
===========
BRASKEM IDESA: S&P Lowers ICR to 'D' on Missed Interest Payment
---------------------------------------------------------------
S&P Global Ratings lowered our issuer credit and issue ratings on
Mexican polyethylene producer Braskem Idesa S.A.P.I. to 'D'
(default) from 'CCC'.
Despite the grace period, Braskem Idesa views the default of this
payment as well as upcoming financial liabilities as virtually
certain, given the company's pressured liquidity and weak cash flow
generation.
The downgrade follows Braskem Idesa's missed interest payment. The
company missed a $33.3 million semiannual coupon payment on its
2029 secured notes on Nov. 18, 2025. S&P said, "Braskem Idesa has
demonstrated significantly weakened liquidity, with a cash balance
of $60 million-65 million as of Sept. 30, 2025, which we believe is
insufficient to meet upcoming obligations even considering grace
periods. Despite engaging advisers Lazard Inc., Cleary Gottlieb
Steen & Hamilton LLP, and Sainz Abogados in early September to
evaluate a variety of economic and financial options, the company
will most likely face a potential restructuring of all debt
instruments. Therefore, we believe a default is virtually certain
on all Braskem Idesa's liabilities coming due."
Furthermore, the company reported the missed interest payment on
Nov. 19, 2025, without outlining plans for timely remediation.
This, coupled with the engagement of debt advisers, supports our
conclusion that the payment will not be made within the grace
period.
GRUPO ELEKTRA: S&P Downgrades ICR to 'B+', Put on CreditWatch Neg.
------------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit ratings on
Grupo Elektra S.A.B. de C.V. (GE) and its core subsidiary Nueva
Elektra del Milenio S.A. de C.V. (NEM) to 'B+' from 'BB-' and
placed them on CreditWatch with negative implications.
The CreditWatch negative listing reflects uncertainties over the
final tax amount and potential payment scheme. S&P said, "We could
affirm or further lower the ratings by one or more notches over the
next several months, depending on the severity of the tax amount to
be paid. A downgrade could result if the tax payment heightens GE's
leverage and/or erodes its liquidity. We intend to resolve the
CreditWatch listing once we have greater visibility on the final
amount and payment scheme, if any."
Mexico's Supreme Court of Justice has recently ruled to dismiss
several legal challenges filed by Grupo Elektra S.A.B. de C.V.
(GE), which will now require it to pay overdue taxes for the past
fiscal years.
Despite current uncertainty over the final amount and payment
scheme, the likely substantial tax payments have prompted us to
revise our assessment of GE's management and governance to a weaker
category, reflecting risk management concerns.
The rating action reflects risk management concerns following the
court ruling against the company. S&P said, "As we have stated in
our previous report, the negative outlook on GE reflected our view
that its credit quality could face several risks over the next 12
months including the materialization of tax contingencies.
Recently, Mexico's Supreme Court of Justice ruled against GE in its
tax dispute with the tax authority, now requiring the company to
pay overdue taxes for several past fiscal years. The likely
substantial tax claim amount, which poses risk to the company's
leverage and liquidity, has prompted us to revise our assessment of
GE's management and governance to negative from moderately
negative. The latter reflecting our view of risk management
concerns related to the uncommonly high level of tax liabilities.
As of Sept. 30, 2025, GE reported approximately MXN21.3 billion in
accessible cash and liquid investments at its retail division,
which we believe could be used for the tax payment. Once the
Mexican tax authority announces the final amount to be paid, we
will adjust our base-case scenario accordingly. Our analysis will
focus on the potential impact the tax settlement will have on the
company's financial and liquidity position, which could result in
either the ratings affirmation or downgrade by one or more notches
of GE and NEM."
S&P said, "As Our rating action on NEM mirrors that on its parent
company due to its status as a core subsidiary. We will continue to
move our rating on NEM in tandem with the one of GE and we could
also revise down NEM's stand-alone credit profile by one or more
notches depending on the tax payment's impact on the company's
financial and liquidity position."
The CreditWatch negative listing reflects uncertainties over the
final tax amount and potential payment scheme. S&P said, "We could
affirm or further lower the ratings of GE and NEM by one or more
notches over the next several months, depending on the tax amount.
A downgrade could result if the payment heightens GE's leverage and
erode its liquidity. We intend to resolve the CreditWatch listing
once we obtain greater visibility on the final amount and payment
scheme."
Specifically, S&P could downgrade GE and NEM by one or more
notches, if one or more of the following events occur:
-- The retail division's adjusted funds from operations to debt
falls below 12% or its EBITDA interest coverage ratio is below 1.5x
on a consistent basis;
-- The retail division's liquidity weakens such that its cash
sources over uses falls and remains below 1.2x, or if S&P changes
its view of GE's standing in credit markets;
-- The banking division's (Banco Azteca [BAZ]) asset quality
further deteriorates, with nonperforming assets and net charge-offs
to total loans consistently above 15%, raising the cost of risk and
further hampering profitability; and
-- BAZ's projected risk-adjusted capital ratio falls below 7.0%,
given weaker internal capital generation, while its loan portfolio
growth remains constant. This could also happen if BAZ has
extraordinary capital outflows that are not offset with internal
capital generation, such as higher-than-expected dividend payouts.
Our group credit profile remains is a weighted average combination
of the individual stand-alone credit profiles of GE's retail and
banking divisions. The scenarios above reflect downside scenarios
for each business division, which could ultimately pressure GE's
credit quality.
Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:
-- Risk management, culture, and oversight.
MEXICO REMITTANCES: S&P Cuts Series 2024-1 Notes Rating to 'BB(sf)'
-------------------------------------------------------------------
S&P Global Ratings lowered its long-term global scale rating on
Mexico Remittances Funding Fiduciary Estate's series 2024-1 notes
to 'BB (sf)' from 'BB+ (sf)'. At the same time, S&P placed the
rating on CreditWatch with negative implications.
The notes are backed by the future flows originated by Nueva
Elektra del Milenio S.A. de C.V.'s (NEM) related to Mexican
peso-denominated reimbursement rights arising from money transfer
agreements (using the reimbursement mechanism). NEM generates
receivables by acting as the money transmitter payor partner in
Mexico for certain money transfer operators and aggregators outside
the country under the money transfer agreements for delivery of
transmitted money amounts in Mexican pesos to beneficiaries in
Mexico.
S&P said, "The downgrade reflects the changes to our corporate
performance assessment (CPA) which, in turn, reflects our recent
ratings actions on NEM. The downgrade and CreditWatch negative
placement on Grupo Elektra (GE) reflect risk management concerns
following Mexico's Supreme Court of Justice ruling against the
company. Similarly, our rating actions on NEM mirrors those taken
on its parent company, GE, due to its core group status."
The performance of a future flow transaction is linked to the
originators' ability to remain in business and willingness to
operate the securitized business for the duration of the
transaction. S&P said, "The CPA determines the possible number of
notches of uplift above our view of the originator's credit
quality. Given that the standalone credit profile (SACP) and issuer
credit rating (ICR) on NEM are at the same level, we use the ICR as
the starting point for determining the CPA. Second, to determine
how many notches of uplift above the ICR could be warranted, we
considered our assessment of NEM's business risk profile (BRP) as
fair. Our BRP reflects NEM's position as a leading retailer in
Mexico, focused on the middle- to low-income segment of the
population; its leading market position in the money transfer
business; and its brand positioning and strengthened customer
loyalty through its synergies with the financial division. Based on
our revised ICR ('B+') on NEM and fair BRP, our CPA on the notes is
two notches above the ICR, which is equivalent to 'BB (sf)'."
S&P expects to resolve the CreditWatch placement on the notes
within the next 90 days once it has resolved its CreditWatch
placement on NEM.
=====================================
T R I N I D A D A N D T O B A G O
=====================================
TRINIDAD & TOBAGO: Inflation Drops to 0.4%, CSO Says
----------------------------------------------------
Trinidad Express reports that the inflation rate for October 2025,
which measures the percentage change in the All Items Index for the
month of October 2025 over October 2024, has declined to 0.4%. This
was down from 1.0% in September, according to the Central
Statistical Office (CSO).
In a release, the CSO noted that the October 2025 rate reflects the
percentage change in the All Items Index over October 2024,
according to Trinidad Express.
It added that for the comparative period of October 2024 over
October 2023, the inflation rate was 0.2%, the report notes.
The CSO reported that the All Items Index calculated from prices
collected in October stood at 124.9, a decrease of 0.5 points or
0.4% below the September 2025 figure, the report says.
The Index for Food and Non-Alcoholic Beverages fell by 0.1%, moving
from 152.4 in September to 152.2 in October, the report relays.
The CSO said this decline resulted mainly from the general downward
movement in the prices of Irish potatoes, pumpkin, pimento, hot
peppers, table margarine, eddoes, onions, tomatoes, ochroes and
fresh steak, the report discloses. However, it noted that these
decreases were offset by higher prices for cucumber, chive, frozen
whole chickens, mixed fresh seasoning, fresh whole chickens, bodi,
mayonnaise, full cream powdered milk, celery and fresh king fish,
the report relays.
A review of the data for October compared with September showed
decreases in the sub-indices for clothing and footwear (0.1%), home
ownership (0.1%), transport (2.0%), and recreation and culture
(1.9%), the report discloses.
During the same period, increases were recorded in the sub-indices
for alcoholic beverages and tobacco (0.3%), furnishings, household
equipment and routine maintenance of the house (0.2%), hotels,
cafes and restaurants (0.6%), and miscellaneous goods and services
(0.4%), 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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