/raid1/www/Hosts/bankrupt/TCRLA_Public/051124.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
L A T I N A M E R I C A
Thursday, November 24, 2005, Vol. 6, Issue 233
Headlines
A R G E N T I N A
AGUAS PROVINCIALES: Makes Last Ditch Attempt to Entice Suez
AS SISTEMAS: Court Authorizes Reorganization
BANCO BISEL: Bidding Rules Not Expected Before March
BEIRUT S.A.: Court Designates Trustee for Liquidation
CANON DEL COLORADO: Judge Approves Bankruptcy
EDENOR: Dolphin to Launch Public Offer for Employees' Stake
LA TIENDA: Initiates Bankruptcy Proceedings
SOGEVA S.A.: Court Approves Involuntary Bankruptcy Motion
TELEFONICA DE ARGENTINA: Pays Off Bonds, Issues Correction
B E R M U D A
ALEA GROUP: AmTrust Agrees to Acquire AAR Renewal Rights
LORAL SPACE: Emerges From Chapter 11
PXRE GROUP: Files Converted Preferred Stock Reregistration
B R A Z I L
BANCO BRADESCO: Directors OK Book-Entry Stock Acquisition
BANCO SAFRA: Moodys Assigns STFC Bank Deposit Ratings of B1
LIGHT SERVICOS: EDF Looks to Conclude Stake Sale in 1Q06
NET SERVICOS: Enters Service Agreement with Embratel
VARIG: Bankruptcy Judge Names Deloitte as Administrator
C A Y M A N I S L A N D S
AC SHIPHOLDING: Final Meeting of Shareholders Set for Dec. 15
ADA FUNDING: To Hold Final General Meeting Dec. 16
ALL BUDGET: Final General Meeting Set for Dec. 16
ALPHASWISS BEHAVIORAL: Schedules Winding Up Meeting for Dec. 15
AMERICAN MASTERS: Final General Meeting to be Held Dec. 16
ANG HOLDINGS: Extraordinary Final Meeting Set for Dec. 15
ANKORA INVESTMENTS: Final General Meeting to be Held Dec. 15
AQUILA OFFSHORE: Schedules Final Meeting of Shareholders
ARABIAN OIL: Liquidation Meeting Set for Dec. 16
ASCENTIS ASSET: Shareholders to Hold Final Gen. Meeting Dec. 16
ASHCROFT HOLDINGS: Final General Meeting to be Held Dec. 15
ASSET PROTECTION: Final Meeting Scheduled for Dec. 16
BAC SYNTHETIC: Final General Meeting Set for Dec. 16
BLUE HORSE: Winding Up Accounting Set for Dec. 16
BONHEUR INVESTMENTS: Members to Hear Report on Wind Up
CALABASSAS LIMITED: Liquidation Details to be Presented
CHOICE 1999: Winding Up Accounting Due Dec. 15
CRYSTAL LAKE: To Report on Wind Up Process at Final Meeting
CSN CAYMAN: Accounts on Liquidation to be Presented
CSN ISLANDS: To Disclose Liquidation Details
CSN ISLANDS II: Sets Final Shareholder Meeting for Dec. 14
CSN ISLANDS III: Schedules Final Meeting for Dec. 14
CSN ISLANDS IV: To Present Liquidation Accounting
CSN ISLANDS V: To Report on Wind Up Process
CXA93A LIMITED: Final Meeting Set for Dec. 19
DANA PETROLEUM (HALMAHERA): Account of Wind Up to be Presented
C O L O M B I A
BAVARIA: S&P Raises Ratings to 'BB+'
D O M I N I C A N R E P U B L I C
* DOMINICAN REPUBLIC: 2006 Budget Due Next Week - IMF
E C U A D O R
PETROECUADOR: Oil Contract Revision Talks Begin
VINTAGE PETROLEUM: Antitrust Regulators OK Occidental Deal
E L S A L V A D O R
BANCO AGRICOLA: Fitch Affirms Ratings
BANCO SALVADORENO: Fitch Leaves Ratings Unchanged
SCOTIABANK EL SALVADOR: Fitch Details Various Ratings
M E X I C O
AEROMEXICO/MEXICANA: Bidding Only Attracts Two Groups
BALLY TOTAL: Investment Funds to Propose CEO Removal
CABLEMAS: Additional Leverage Prompts Fitch Revision
DESC: Signs Letter of Intent to Acquire Dana's Stakes
P A R A G U A Y
VISION: Paraguay's Uncertain Financial System Constrains Ratings
- - - - - - - - - -
=================
A R G E N T I N A
=================
AGUAS PROVINCIALES: Makes Last Ditch Attempt to Entice Suez
-----------------------------------------------------------
The Santa Fe provincial government recently finished drafting a
new contract under which French utility Suez (SZE) will remain
as the province's water concessionaire, reports Dow Jones
Newswires.
"A proposal has been made to re-adapt the contract," said Santa
Fe Public Works Minister Alberto Hammerly.
"The provincial government has been working in readapting the
contract for some time along with the sanitation-services
regulator, and the proposal is finished, and it will be properly
submitted to the concessionaire," he added.
Under the new contract, Santa Fe is reportedly offering a 25%
increase in Suez's revenues from Aguas Provinciales de Santa Fe
through subsidies and tax rebates.
The government has also revised the investment commitments it is
seeking from the Company.
The government's move comes days before the Nov. 25 deadline
that had been set for Aguas Provinciales' transfer to state
hands if no buyer had been found.
In August, Suez abandoned a planned sale of the Santa Fe unit to
two local investment groups. Just recently, the provincial
government said Suez was negotiating with Sergio Taselli, an
Argentine businessman.
AS SISTEMAS: Court Authorizes Reorganization
--------------------------------------------
Court No. 21 of Buenos Aires' civil and commercial tribunal
authorized AS Sistemas S.A. to start its reorganization process.
According to Infobae, the court, which is assisted by Clerk No.
41, granted the Company's "Concurso Preventivo" motion,
appointing Mr. Ramon Benigno Fernandez as receiver.
Creditors have until March 16, 2006 to submit their proofs of
claim to the receiver, who will verify these claims.
The informative assembly, the last stage of a reorganization
process, will be held on Nov. 28, 2006.
CONTACT: AS Sistemas S.A.
F. Roosevelt 5583
Buenos Aires
Mr. Ramon Benigno Fernandez, Trustee
Jose E. Uriburu 1010
Buenos Aires
BANCO BISEL: Bidding Rules Not Expected Before March
----------------------------------------------------
A source from Banco Nacion said the federal bank is unlikely to
publish before March the bidding rules for the sale of local
bank Nuevo Banco Bisel, relates Business News Americas.
Nacion is embarking on its second attempt to auction Bisel after
its first attempt in 2003 failed to attract any bidders.
Bisel is one of three banks taken over by the Argentine
government in early 2002 when French banking conglomerate Credit
Agricole SA left Argentina in the middle of the country's
financial crisis.
Banco Bisel ended the first nine months of 2005 with a loss of
ARS5.29-million (US$1.78mn).
CONTACT: Banco Bisel S.A.
Mitre 602 Rosario
2000 Santa Fe
Argentina
Phone: 0341-4200300
Web Site: http://www.bancobisel.com.ar
BEIRUT S.A.: Court Designates Trustee for Liquidation
-----------------------------------------------------
Mendoza's accountant Daniel Esteban Fernandez was assigned
trustee for the liquidation of local company Beirut S.A.,
relates Infobae.
Mr. Fernandez will verify creditors' claims until March 22,
2006, the source adds. After that, he will prepare the
individual reports, which are to be submitted in court on May
10, 2006. The submission of the general report should follow on
June 22, 2006.
CONTACT: Beirut S.A.
Colon 710
Godoy Cruz (Mendoza)
Mr. Daniel Esteban Fernandez, Trustee
Erlich 351
Godoy Cruz (Mendoza)
CANON DEL COLORADO: Judge Approves Bankruptcy
---------------------------------------------
Canon del Colorado S.A. was declared bankrupt after Court No. 11
of Buenos Aires' civil and commercial tribunal endorsed the
petition of Ms. Nora Avallay Montiveros for the Company's
liquidation. Argentine daily La Nacion reports that Ms.
Montiveros has claims totaling $55,000 against Canon del
Colorado S.A.
The court assigned Mr. Anibal Carrillo to supervise the
liquidation process as trustee. Mr. Carrillo will validate
creditors' proofs of claims until Feb. 21, 2006.
The city's Clerk No. 22 assists the court in resolving this
case.
CONTACT: Canon del Colorado S.A.
San Martin 365
Buenos Aires
Mr. Anibal Carrillo, Trustee
Juncal 615
Buenos Aires
EDENOR: Dolphin to Launch Public Offer for Employees' Stake
-----------------------------------------------------------
Argentine investment fund Grupo Dolphin said Tuesday it will
seek authorization from securities regulators within 10 days on
a plan to make a public offer for 10% of local electricity
distributor Edenor. The fund plans to offer US$15.4 million for
all of Edenor's Class C shares, or $0.18/share. These shares are
currently in the hands of an employee ownership program known by
its Spanish acronym as PPP.
Employees' Class C shares number 83,161,020, representing 10% of
Edenor's share capital.
In June, Dolphin bought a 65% stake in Edenor from state-owned
Electricite de France for US$100 million. EDF retained the other
25% and will provide technical assistance for five years.
Under local securities regulations, Dolphin as the new majority
shareholder is required to offer remaining shareholders the same
terms it agreed upon with EdF. But employees are also allowed to
hold a public offer for their shares.
Local media have reported in recent months that Edenor employees
were unhappy with Dolphin's public offer and wanted to hold
their own public offer, seeking a higher price than Dolphin's
$0.18/share.
Edenor recently reached an agreement with the government for a
new concession contract after the three-year freeze on tariffs
and is restructuring US$500 million in debt.
Edenor distributes electricity to parts of the capital and
greater Buenos Aires province with about 2.2 million clients.
In the first nine months of this year, the Company reported a
loss of ARS49.1 million ($16.4 million), compared with a loss a
year earlier of ARS75.4 million.
CONTACT: EDENOR S.A.
Azopardo Building
Azopardo 1025 (1107) Capital Federal
Phone: (54-11) 4346-5000
Fax: (54-11) 4346-5300
E-mail: to ofitel@edenor.com.ar
Web Site: http://www.edenor.com.ar
LA TIENDA: Initiates Bankruptcy Proceedings
-------------------------------------------
A Buenos Aires court declared La Tienda de Annel S.R.L.
"Quiebra," reports Infobae. Mr. Otto Reinaldo Munch, who has
been appointed as trustee, will verify creditors' claims until
Dec. 21, 2005 and then prepare the individual reports based on
the results of the verification process.
The trustee will submit to court individual reports on the
verified claims as well as general repot on the bankruptcy case.
CONTACT: Mr. Otto Reinaldo Munch, Trustee
Maipu 509
Buenos Aires
SOGEVA S.A.: Court Approves Involuntary Bankruptcy Motion
---------------------------------------------------------
Court No. 11 of Buenos Aires' civil and commercial tribunal
declared Sogeva S.A. bankrupt, says La Nacion. The ruling comes
in support of the petition filed by the Company's creditor, Mr.
Alejandro Font, for nonpayment of $3,882.12 in debt.
Trustee Eva Gords will examine and authenticate creditors'
claims until Feb. 21, 2006. This is done to determine the nature
and amount of the Company's debts. Creditors must have their
claims authenticated by the trustee by the said date in order to
qualify for the payments that will be made after the Company's
assets are liquidated.
Clerk No. 22 assists the court on the case, which will conclude
with the liquidation of the Company's assets.
CONTACT: Sogeva S.A.
Sucre 2020
Buenos Aires
Ms. Eva Gords, Trustee
Paraguay 1225
Buenos Aires
TELEFONICA DE ARGENTINA: Pays Off Bonds, Issues Correction
----------------------------------------------------------
Telefonica de Argentina S.A. proceeded to pay off its corporate
bonds. In a letter sent to Bolsa de Comercio de Buenos Aires on
Tuesday, the Company wrote:
"I take this opportunity to write to you on behalf of Telefonica
de Argentina S.A., domiciled at Avenida Ingeniero Huergo 723,
ground floor, in order to inform that on November 17, 2005, the
Company proceeded to pay off its corporate bonds as follows:
- Class 3 Fixed Rate Series Coupon 8% due in February 2006, Par
Value $8,481,739.
Therefore, the remaining outstanding amount of the above
corporate bonds is Par Value $175,884,508."
On the same day, the Company announced that the letter sent to
the Bolsa de Comercio on November 18, 2005 had an error in the
remaining outstanding amount of Class 3 Corporate Bonds. The
letter should have read: "Therefore, the remaining outstanding
amount of the above corporate bonds is Par Value $175,884,508"
and not $175,854,508 as it was mistakenly and involuntarily
written.
Telefonica de Argentina requested that Bolsa de Comercio repost
the announcement with the corrected remaining outstanding
amount. The Company also attached the certificate issued by the
Caja de Valores S.A. in connection with the withdrawal of the
above Corporate Bonds.
=============
B E R M U D A
=============
ALEA GROUP: AmTrust Agrees to Acquire AAR Renewal Rights
--------------------------------------------------------
AmTrust Financial Services Inc. will be diversifying its core
workers' compensation businesses and expanding into new product
markets with the acquisition of renewal rights of Alea
Alternative Risk (AAR) from Alea Group Holdings (Bermuda) Ltd.
AmTrust Financial and Alea (LSE:ALEA) have entered into an
agreement for the book of business that in addition to workers'
compensation includes general liability, auto liability and
property insurance in the U.S. for small- to medium-sized
companies.
"We are excited about this opportunity because the AAR team has
built a solid business using their expertise and strong
management skills, and this business is a natural fit for
AmTrust," said Barry Zyskind, president of AmTrust Financial.
"Our capabilities coupled with Alea's strong, established book
of business allow AmTrust to build a more diversified portfolio
of products."
AmTrust, which is privately held, has become a recognized leader
in the markets it serves through innovative technology, strong
customer relationships and sound underwriting. It remains
committed to markets its serves and has recently expanded its
workers' compensation products in several states.
AmTrust is headquartered in New York and its operation center is
in Beachwood.
CONTACT: AmTrust North America Inc.
Michael Saxon, President
Tel: 216-765-3017
URL: www.amtrustgroup.com
LORAL SPACE: Emerges From Chapter 11
------------------------------------
Loral Space & Communications Inc. announced Tuesday that it has
officially concluded its reorganization and has successfully
emerged from chapter 11.
Bernard L. Schwartz, Loral's chairman and chief executive
officer, said: "Loral has reached an important milestone with
its emergence from chapter 11. It is a great triumph for the men
and women of our workforce, who stayed focused on their jobs,
upheld our high manufacturing and service standards and kept
Loral in the forefront of the industry.
"Over the last two-and-a-half years, we have created a stronger,
leaner and more efficient Loral. We have won new awards and
customers, and we continue to seek and capture opportunities in
many new and traditional markets. We are confident that the
momentum we have built will benefit all our constituents."
Throughout the chapter 11 process, Space Systems/Loral (SS/L)
remained the premier manufacturer of commercial satellites,
increasing its market share and winning more than a third of the
dollar value of all contracts awarded over the last 18 months,
more than any other commercial satellite manufacturer. Loral
Skynet's fleet is well-positioned to serve areas with high
growth potential such as Asia, Europe, Latin America, the Middle
East and the trans-Atlantic market. Skynet has also expanded its
services beyond traditional FSS leases with the introduction of
new IP-based data services. Loral's new XTAR joint venture has
been awarded contracts for service to the U.S. State Department
and the Spanish Ministry of Defense.
Loral exits chapter 11 with approximately $180 million in cash.
During the chapter 11 reorganization, Loral did not require any
debtor-in-possession (DIP) financing, and, as of its emergence
from chapter 11, has only $126 million of debt in the form of
the notes issued by Loral Skynet. Loral Skynet has also issued
$200 million of preferred stock to certain creditors of
Loral Orion.
Members of Loral's new board of directors, in addition to
chairman and CEO Bernard L. Schwartz and non-executive vice
chairman Michael B. Targoff, are Sai S. Devabhaktuni, Hal
Goldstein, John D. Harkey Jr., Robert B. Hodes, Dean Olmstead,
Mark H. Rachesky and Arthur L. Simon.
In accordance with the Plan of Reorganization, the company is
issuing 20 million shares of new common stock in Loral Space &
Communications Inc. to certain of its creditors. Loral's prior
common and preferred stock was cancelled as of November 21, 2005
with no distribution made to holders of such stock.
When shares of the new Loral Space & Communications Inc. common
stock are distributed, they will begin trading on the NASDAQ
market under the ticker "LORL." Loral Space & Communications
Inc. common stock is currently trading as a "when-issued" stock
on the over-the-counter (OTC) market under the ticker
"LRALV."
Business Segments
Satellite Manufacturing - Space Systems/Loral
Space Systems/Loral's backlog at the end of the third quarter
was $902 million, compared with $399 million a year earlier.
Since the beginning of Loral's reorganization in July 2003,
Space Systems/Loral has received orders for nine satellites from
seven separate customers, more than any other manufacturer
during the same time period. Orders came from a wide variety of
service providers: FSS operators, mobile telephony providers,
digital audio radio service (DARS) and direct-to-home service
providers, including leading operators such as DIRECTV,
EchoStar, Intelsat, PanAmSat and XM Satellite Radio. SS/L has
delivered and launched nine satellites over the last 24 months.
Satellite Services - Loral Skynet
Loral Skynet had a backlog of $502 million at the end of the
third quarter versus $529 million a year earlier. During the
last two years, Loral Skynet shifted its focus from primarily a
fixed satellite services operator to a full-service
communications solutions provider with hybrid space/terrestrial
capabilities. Skynet's fleet of satellites strategically
positioned around the globe in combination with its terrestrial
communications resources can provide customers with one-stop
connectivity. In addition, Skynet shares resources with Loral's
XTAR joint venture, allowing each to cross-market capacity to
governments around the world.
Loral Space & Communications is a satellite communications
company. It owns and operates a fleet of telecommunications
satellites used to broadcast video entertainment programming,
distribute broadband data, and provide access to Internet
services and other value-added communications services. Loral
also is a world-class leader in the design and manufacture of
satellites and satellite systems for commercial and government
applications including direct-to-home television, broadband
communications, wireless telephony, weather monitoring and air
traffic management.
CONTACT: Loral Skynet
John McCarthy
Phone: 1-212-338-5345
URL: http://www.loralskynet.com
http://www.loral.com
PXRE GROUP: Files Converted Preferred Stock Reregistration
----------------------------------------------------------
PXRE Group Ltd. (NYSE: PXT) announced Tuesday that it has filed
a shelf registration statement with the Securities and Exchange
Commission to register for resale 34,090,906 of its Common
Shares that were issued in exchange for all 375,000 of the
Company's formerly outstanding Series D Perpetual Non-Voting
Preferred Shares.
As announced on November 18, 2005, the Company's shareholders
approved this mandatory exchange at a special general meeting of
shareholders. If, at any time, these Common Shares are offered
and sold by the holders thereof under the registration
statement, the Company will not receive any of the proceeds from
this sale by the selling shareholders.
The shelf registration statement relating to these securities
has been filed with the Securities and Exchange Commission but
has not yet become effective. These securities may not be sold,
nor may offers to buy be accepted, prior to the time the
registration statement becomes effective. This press release
shall not constitute an offer to sell or the solicitation of an
offer to buy any of these securities, nor shall there be any
sale of these securities in any state in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
With operations in Bermuda, the United States and Europe, PXRE
provides reinsurance products and services to a worldwide
marketplace. The Company's primary focus is providing property
catastrophe reinsurance and retrocessional coverage. The Company
also provides marine, aviation and aerospace products and
services. The Company's shares trade on the New York Stock
Exchange under the symbol "PXT."
CONTACT: PXRE Group Ltd.
John Modin, Chief Financial Officer
Tel: +1-441-296-5858
E-mail: john.modin@pxre.com
Investors:
Jamie Tully of Citigate Sard Verbinnen
Tel: +1-212-687-8080
E-mail: jtully@sardverb.com
===========
B R A Z I L
===========
BANCO BRADESCO: Directors OK Book-Entry Stock Acquisition
---------------------------------------------------------
The Board of Directors of Banco Bradesco S.A. authorized the
Board of Executive Officers to acquire up to 10,000,000
registered book-entry stock.
In a letter sent to Securities and Exchange Commission on
Tuesday, the Company wrote:
The Board of Directors of this Bank, in a meeting held on this
date, according to the Paragraph 6th of Article 6th of the
Company's Bylaws, and in compliance with the requirements set
forth in Paragraphs 1st and 2nd of Article 30 of the Law
6,404/76 and the CVM (Brazilian Securities Commission)
Instructions 10, 268 and 390 as of February 14, 1980, November
13, 1997 and July 8, 2003, respectively, resolved:
I) to authorize the Board of Executive Officers of this Company
to acquire, up to 10,000,000 registered book-entry stock, with
no par value, comprising 5,000,000 common stock and 5,000,000
preferred stock, to be maintained in treasury stock for later
resale or cancellation, without decreasing the Capital Stock,
being incumbency of the Board of Executive Officers to determine
the opportunity and the number of stocks to be effectively
acquired, within the limits authorized and the validity term of
this resolution.
For the purposes of Article 8th of CVM Instruction 10, as of
February 14, 1980, it is specified that:
a) the objective of the present authorization is the application
of resources available for Investment, resulting from the
"Profits Reserve - Statutory Reserve" account;
b) is valid for the period of 6 (six) months, from November 23,
2005 to May 23, 2006;
c) according to the dispositions of Article 5th of CVM
Instruction 10, the Bank has 641,042,176 outstanding stocks,
comprising of 179,592,972 common stocks and 461,449,204
preferred stocks;
d) the acquiring process of these stocks will be undertaken at
market price and be intermediated by Bradesco S.A. Corretora de
T¡tulos e Valores Mobiliarios, with head office at Avenida
Ipiranga, 282, 13th floor, Consolacao, Sao Paulo, SP;
II) in the event of cancellation of such purchased stocks, the
Board of Directors will be responsible for submitting such
cancellation for the approval of the General Stockholders'
Meeting, without decreasing the Capital Stock.
III) to register that:
1) in relation to the authorization granted to the Board of
Executive Officers, during the meeting of the Board of Directors
No. 1,102, as of August 15, 2005, it was verified that 811,900
common registered book-entry stocks were acquired, which added
to 1,556,638 common stocks and 1,287 preferred stocks accounted
in treasury were cancelled by proposal of the Board of Directors
to be presented on the Special Stockholder's Meeting as of
November 11, 2005;
2) the 2,367,000 common stocks acquired in the period between
February 16, 2005 and November 14, 2005, correspond to 59.17% of
the total authorized by the Board of Directors during the
meetings held on February 2, 2005 and on August 15, 2005.
CONTACT: Banco Bradesco
Investor Relations
Jean Philippe Leroy
Phone: 55-11-3684-9229
or
Luiz Osorio Leao Filho
Phone: 55-11-3684-9302
URL: http://www.bradesco.com.br/ir
BANCO SAFRA: Moodys Assigns STFC Bank Deposit Ratings of B1
-----------------------------------------------------------
Moody's Investors Service assigned Banco Safra S.A (Safra) long-
and short-term global local currency deposit ratings of Baa1 and
Prime 2. Moody's also assigned long- and short-term Brazilian
National Scale deposit ratings of Aaa.br and BR-1, respectively
to Safra. The outlook on these ratings is stable. Moody's
affirmed the bank's financial strength rating of D+ (D plus) and
its long- and short-term foreign currency bank deposit ratings
of B1 and Not Prime.
Moody's also withdrew the foreign currency bond ratings on the
Global Medium Term Note programs issued by Banco Safra and Safra
Leasing S.A., following the maturity of bonds issued under those
programs.
Moody's noted that the Baa1 deposit rating on Moody's Global
Local Currency Scale compares the bank with other issuers
globally in their capacity to meet their deposit obligations
denominated in local currency, and incorporates all Brazil-
related risks, including the volatility of the Brazilian
economy. The rating, however, excludes the risk of
convertibility to foreign currency. This risk is incorporated in
Moody's B1 foreign currency deposit rating for Banco Safra,
which is constrained by Brazil's country ceiling for bank
deposits.
National Scale Ratings rank Brazilian issuers relative to each
other and not relative to absolute default risks, therefore,
they do not address loss expectation associated with systemic
events that could affect all issuers, even those that receive
the highest ratings on the national scale. A Aaa.br/BR-1 ratings
on Moody's Brazil National Scale indicate an issuer with the
strongest creditworthiness and the lowest likelihood of credit
loss relative to other domestic issuers.
Moody's ratings incorporate Safra's consistent financial
performance and its established franchise in the corporate and
middle market segments in Brazil, as well as the strategic
importance of its operations to the Safra family, who is well
respected in the international banking world. The relevance of
Banco Safra's franchise and the likelihood of support from its
controlling shareholders are also reflected in the ratings.
Safra ranks as the 8th largest private institution in the
Brazilian banking system, with a market share of 2.7% of the
system's assets. Nevertheless, the bank's importance to the
domestic deposit market is limited, because of its predominantly
non-core deposit base. Moody's, therefore, would incorporate
into the ratings a low probability of support from the
regulatory authorities in the event of stress.
The bank is headquartered in Sao Paulo, Brazil, and as of June
2005, they had total assets of R$35.7 billion (approximately
US$15.2 billion) and equity of R$3.5 billion.
Moody's assigned the following ratings to Banco Safra S.A.
Global Local Currency Deposit Ratings -- Baa1 long-term local
currency deposit rating (Global Scale) and Prime 2 short-term
local currency deposit rating (Global Scale)
National Scale Deposit Ratings - Aaa.br long-term deposit rating
and BR-1 short-term deposit rating
The following ratings were withdrawn:
Banco Safra S.A. and Safra Leasing S.A. Arrendamento Mercantil:
foreign currency bond ratings of Ba1
LIGHT SERVICOS: EDF Looks to Conclude Stake Sale in 1Q06
--------------------------------------------------------
Electricite de France (EDF) expects to complete the sale of
control in Rio de Janeiro-based electric power utility Light
Servicos de Eletricidade SA in the first quarter of 2006.
EDF announced plans to sell up to a controlling stake in Light
earlier this year after concluding negotiations with creditors
of Light's US$1.5-billion debt and launching a new refinancing
plan.
On Tuesday, Light President Jean-Pierre Bel revealed the
process, which will also include the Company's hydroelectric
generation assets, is still in its initial phase.
Energias do Brasil, controlled by Eletricidade de Portugal, and
Tractebel Energia are reported to be among the bidders for the
controlling stake in Light.
GP Investimentos, a consortium formed by the Andrade Gutierrez
group and state-controlled local utility Cemig, are also among
potential purchasers that contacted investment bank Goldman
Sachs, which is organizing the sale.
Light serves 3.4 million clients in Brazil's second- biggest
city of Rio.
CONTACT: LIGHT SERVICOS DE ELETRICIDADE S.A.
Avenida Marechal Floriano, 168
20080-002 Rio de Janeiro, Brazil
Phone: +55-21-2211-2794
Fax: +55-21-2211-2993
Home Page: http://www.lightrio.com.br
Contact:
Bo Gosta Kallstrand, Chairman
Michel Gaillard, President and CEO
Joel Nicolas, Executive Director, Operation
Paulo Roberto Ribeiro Pinto, Executive Director,
Investor Relations and CFO
NET SERVICOS: Enters Service Agreement with Embratel
----------------------------------------------------
Net Servicos de Comunicacao S.A. (Nasdaq: NETC) (Bovespa: NETC4
NETC3) (Latibex: XNET), the largest Pay-TV multi-service
operator in Latin America and an important provider of bi-
directional broadband Internet access (Virtua), announced that
NET and Empresa Brasileira de Telecomunicacoes S.A. - Embratel
("Embratel") entered, at this date, into a telecommunication
service agreement that enables Embratel to render
telecommunication services through NET's cable network. This
agreement is important to strengthen and consolidate the
Company's broadband platform, which will be able to offer
telecommunication services to its subscribers, through this
partnership with Embratel.
The referred agreement is in line with the Company's business
strategy, already presented to the market, of offering triple
play (video, broadband and voice) through its cable network
without losing the focus on video and broadband. Under this
strategy, NET entered into a long-term agreement with a
telephone company, which will be responsible for voiceover IP
service's delivery and necessary investments. NET will minimize
implementation and delivery risks in a new market and, at the
same time, increase the utilization and profitability of the
existing infrastructure. Also, with triple play, the Company
increases subscriber loyalty, since clients now have an
integrated service solution through only one infrastructure.
The amount that NET will receive from Embratel, covers the capex
in infrastructure made by the Company and is compatible with the
price of similar services practiced in other markets.
Additionally, Embratel will handle any other operating costs
necessary for the rendering of this service.
On this date, NET also signed the Optical Fiber Lease Agreement,
which consists of the lease of NET's dark fiber (unused optical
fiber) to Embratel, generating additional revenue for the
Company, adequate to the market's reality.
The agreements announced herein, which are material facts, were
approved by the Company's Board of Directors.
CONTACT: Net Servicos de Comunicacao S.A.
Marcio Minoru
Phone: 5511-2111-2811
E-mail: minoru@netservicos.com.br
or
Sandro Pina
Phone: 5511-2111-2721
E-mail: sandro.pina@netservicos.com.br
URL: http://www.netservicos.com.br
VARIG: Bankruptcy Judge Names Deloitte as Administrator
-------------------------------------------------------
A Brazilian bankruptcy judge named Deloitte Touche Tohmatsu as
the new judicial administrator of flagship airline Viacao Aereo
Rio-Grandense SA (Varig), reports Bloomberg. Judge Luiz Roberto
Ayoub of the 8th District Bankruptcy Court of Rio de Janeiro
said a team of consultants from Deloitte will manage the
airline's reorganization process on behalf of the court.
Varig, Latin America's biggest carrier, filed for bankruptcy
protection from creditors in June under the weight of BRL7.7
billion (US$3.53 billion) in debt.
Despite its financial woes, several investors have expressed
interest in buying Varig in recent months. It is currently
negotiating a rescue package with Portuguese airline TAP, which
wants to buy a stake in the airline, as well as the Brazilian
carrier's two logistics units.
===========================
C A Y M A N I S L A N D S
===========================
AC SHIPHOLDING: Final Meeting of Shareholders Set for Dec. 15
-------------------------------------------------------------
AC SHIPHOLDING INC.
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the shareholders of the company will be
held at the offices of BNP Paribas Private Bank & Trust Cayman
Limited, 3rd Floor Royal Bank House, Shedden Road, George Town,
Grand Cayman on 15th December 2005 at 10:00 a.m.
Business:
1. To lay accounts before the meeting, showing how the winding
up has been conducted and how the property has been disposed of,
as at final winding up on 15th December 2005.
2. To authorize the liquidator/s to retain the records of the
Company for a period of five years from the dissolution of the
Company, after which they may be destroyed.
Proxies: Any person who is entitled to attend and vote at this
meeting may appoint a proxy to attend and vote in his stead. A
proxy need not be a member or a creditor.
CONTACT: DARREN RILEY
For and on behalf of PICCADILLY CAYMAN LIMITED
Voluntary Liquidator
For enquiries: Ellen J. Christian
3rd Floor Royal Bank House, Shedden Road
George Town, Grand Cayman
Telephone: 345 945 9208
Fax: 345 945 9210
ADA FUNDING: To Hold Final General Meeting Dec. 16
--------------------------------------------------
ADA FUNDING, LTD.
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
Section 145
NOTICE is hereby given pursuant to Section 145 of the Companies
Law that the final general meeting of the above-named company
will be held at the offices of Maples Finance Limited,
Queensgate House, George Town, Grand Cayman, Cayman Islands, on
16th December 2005 for the purpose of presenting to the members
an account of the winding up of the company and giving any
explanation thereof.
CONTACT: PHILLIP HINDS and JON RONEY
Joint Voluntary Liquidators
Maples Finance Limited, P.O. Box 1093GT
Grand Cayman, Cayman Islands
ALL BUDGET: Final General Meeting Set for Dec. 16
-------------------------------------------------
ALL BUDGET CORPORATION LIMITED
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
Section 145
NOTICE is hereby given pursuant to Section 145 of the Companies
Law that the final general meeting of the above-named company
will be held at the offices of Maples Finance Limited,
Queensgate House, George Town, Grand Cayman, Cayman Islands, on
16th December 2005 for the purpose of presenting to the members
an account of the winding up of the company and giving any
explanation thereof.
CONTACT: MARTIN COUCH and JOHANN LE ROUX
Joint Voluntary Liquidators
Maples Finance Limited, P.O. Box 1093GT
Grand Cayman, Cayman Islands
ALPHASWISS BEHAVIORAL: Schedules Winding Up Meeting for Dec. 15
---------------------------------------------------------------
ALPHASWISS BEHAVIORAL QUANT USA (US$) LIMITED
(In Voluntary Liquidation)
The Companies Law (as revised)
Pursuant to section 145 of the Companies Law (as revised), the
final general meeting of the sole shareholder of this company
will be held at the registered office of the company on 15th
December 2005
Business:
1. To lay accounts before the meeting, showing how the winding
up has been conducted and how the property has been disposed of,
as at final winding up on 15th December 2005.
2. To authorize the liquidators to retain the records of the
company for a period of five years from the dissolution of the
company after which they may be destroyed.
Proxies: Any person who is entitled to attend and vote at this
meeting may appoint a proxy to attend and vote in his stead. A
proxy need not be a member or a creditor.
CONTACT: CFS LIQUIDATORS LTD.
For enquiries: M David Makin
c/o Windward 1, Regatta Office Park
West Bay Road, P.O. Box 31106 SMB
Grand Cayman, Cayman Islands
Telephone: (345) 949 - 3977
Facsimile: (345) 949 - 3877
AMERICAN MASTERS: Final General Meeting to be Held Dec. 16
----------------------------------------------------------
AMERICAN MASTERS MARKET NEUTRAL PROTECTED 1 Limited
(In Voluntary Winding Up)
The Companies Law (2004 Revision)
Section 145
NOTICE is hereby given pursuant to Section 145 of the Companies
Law that the final general meeting of the above-named Company
will be held at Ixis Corporate & Investment, 47 quai
d'Austerlitz - 75648 Paris Cedex 1, France, at noon on 16th
December 2005 for the purpose of presenting to the members an
account of the winding up of the Company and giving any
explanation thereof.
CONTACT: ROBERT TELLEZ
Voluntary Liquidator
c/o Maples and Calder, Attorneys-at-law
P.O. Box 309GT, Ugland House
South Church Street, George Town
Grand Cayman, Cayman Islands
ANG HOLDINGS: Extraordinary Final Meeting Set for Dec. 15
---------------------------------------------------------
ANG HOLDINGS LIMITED
(In Voluntary Liquidation)
The Companies Law (2003 Revision)
Pursuant to Section 145 of the Companies Law (2003 Revision),
the extraordinary final meeting of the shareholders of this
company will be held at Coutts (Cayman) Limited, Coutts House,
1446 West Bay Road, PO Box 707 GT, Grand Cayman, on 15th
December 2005.
Business:
1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of, as
at the final winding up on 15th December 2005.
2. To authorize the liquidator to retain the records of the
Company for a period of five years from the dissolution of the
company after which they may be destroyed.
Proxies: Any person who is entitled to attend and vote at this
meeting may appoint a proxy to attend and vote in his stead. A
proxy need not be a member or a creditor.
CONTACT: ROYHAVEN SECRETARIES LIMITED
Voluntary LIQUIDATOR
For enquiries: N A Wilkins
c/o PO Box 707 GT, Grand Cayman
Telephone: 945-4777
Facsimile: 945-4799
ANKORA INVESTMENTS: Final General Meeting to be Held Dec. 15
------------------------------------------------------------
ANKORA INVESTMENTS LIMITED
(In Voluntary liquidation)
The Companies Law (2004 Revision)
Notice is hereby given pursuant to Section 145 of the Companies
Law (2004 Revision) that the extraordinary final general meeting
of the above named company will be held at the offices Smith
Barney Private Trust Company (Cayman) Limited, CIBC Financial
Centre, George Town, Grand Cayman, on the 15th day of December
2005 for the purpose of presenting to the members an account of
the winding up of company and giving any explanation thereof.
CONTACT: BUCHANAN LIMITED
Voluntary Liquidator
P.O. Box 1170, George Town, Grand Cayman
AQUILA OFFSHORE: Schedules Final Meeting of Shareholders
--------------------------------------------------------
AQUILA OFFSHORE FUND, LTD.
(The "Company")
(In Voluntary Liquidation)
The Companies Law (As Amended)
NOTICE IS HEREBY GIVEN pursuant to section 145 of the Companies
Law (as amended), that the final meeting of the shareholders of
the Company will be held at the offices of Walkers, Walker
House, Mary Street PO Box 265GT George Town, Grand Cayman, one
month from November 15, 2005 for the purpose of having an
account laid before them and to receive the report of the
Liquidator showing the manner in which the winding-up of the
Company has been conducted and its property disposed of, and of
hearing any explanation that may be given by the Liquidator. Any
shareholder entitled to attend and vote is permitted to appoint
a proxy to attend and vote instead of him and such proxy need
not be a shareholder.
CONTACT: DMS CORPORATE SERVICES LTD.
Voluntary Liquidator
c/o Walkers
Walker House, Mary Street
PO Box 265GT, George Town, Grand Cayman
FAO: Caroline Chaloner
ARABIAN OIL: Liquidation Meeting Set for Dec. 16
------------------------------------------------
ARABIAN OIL COMPANY (CAYMAN) LTD.
(In Voluntary Liquidation)
("The Company")
Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of the Company will be
held at the registered office of the Company on 16th December
2005 at 9:30am
Business:
1. To confirm, ratify and approve the conduct of the liquidation
by the liquidators, S.L.C. Whicker and K.D. Blake;
2. To approve the quantum of the liquidators' remuneration, that
being fixed by the time properly spent by the liquidators and
their staff;
3. To lay accounts before the meeting showing how the winding up
has been conducted and how the property of the Company has been
disposed of as at the date of the final meeting and to approve
such accounts; and
4. To authorize the liquidators to retain the records of the
Company and of the liquidators for a period of five years from
the dissolution of the Company, after which they may be
destroyed.
Proxies: Any person who is entitled to attend and vote at this
meeting may appoint a proxy to attend and vote in their stead. A
proxy need not be a member or creditor.
CONTACT: K.D. BLAKE
Joint Voluntary Liquidator
For enquiries: Peter de Vere
Telephone: 345-945-4334
Facsimile: 345-949-7164
Address for Service:
P.O. Box 493 GT, Grand Cayman
Cayman Islands
Telephone: 345-949-4800
Facsimile: 345-949-7164
ASCENTIS ASSET: Shareholders to Hold Final Gen. Meeting Dec. 16
---------------------------------------------------------------
ASCENTIS ASSET MANAGEMENT (CAYMAN) LIMITED
(In Voluntary Liquidation)
(The "Company")
The Companies Law (2004 Revision)
Pursuant to section 145 of the Companies Law (2004 Revision),
the final general meeting of the shareholders of this Company
will be held at the offices of Deloitte, Fourth Floor, Citrus
Grove, P.O. Box 1787, George Town, Grand Cayman, on 16th
December 2005 at 11:00a.m.
Business:
1. To lay accounts before the meeting showing how the winding up
has been conducted and how the property has been disposed of to
the date of the final winding up on 16th December 2005.
2. To authorize the liquidators to retain the records of the
Company for a period of five years from the dissolution of the
Company, after which they may be destroyed.
Proxies: Any person who is entitled to attend and vote at this
meeting may appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.
CONTACT: STUART SYBERSMA
Joint Voluntary Liquidator
For enquiries: Nicole Ebanks, Deloitte
P.O. Box 1787 GT, Grand Cayman
Cayman Islands, B.W.I.
Telephone: (345) 949-7500
Facsimile: (345) 949-8258
ASHCROFT HOLDINGS: Final General Meeting to be Held Dec. 15
-----------------------------------------------------------
ASHCROFT HOLDINGS LIMITED
(In Voluntary liquidation)
The Companies Law (2004 Revision)
Notice is hereby given pursuant to Section 145 of the Companies
Law (2004 Revision) that the extraordinary final general meeting
of the above named company will be held at the offices Smith
Barney Private Trust Company (Cayman) Limited, CIBC Financial
Centre, George Town, Grand Cayman, on the 15th day of December
2005 for the purpose of presenting to the members an account of
the winding up of company and giving any explanation thereof.
CONTACT: BUCHANAN LIMITED
Voluntary Liquidator
P.O. Box 1170, George Town, Grand Cayman
ASSET PROTECTION: Final Meeting Scheduled for Dec. 16
-----------------------------------------------------
ASSET PROTECTION FUND II, LTD.
(In Voluntary Liquidation)
("The Company")
Pursuant to Section 145 of the Companies Law (2004 Revision),
the final meeting of the sole shareholder of the Company will be
held at the registered office of the Company on 16th
December 2005 at 9:00am.
Business:
1. To confirm, ratify and approve the conduct of the liquidation
by the liquidators, S.L.C. Whicker and K.D. Blake;
2. To approve the quantum of the liquidators' remuneration, that
being fixed by the time properly spent by the liquidators and
their staff;
3. To lay accounts before the meeting showing how the winding up
has been conducted and how the property of the Company has been
disposed of as at the date of the final meeting and to approve
such accounts; and
4. To authorize the liquidators to retain the records of the
Company and of the liquidators for a period of five years from
the dissolution of the Company, after which they may be
destroyed.
Proxies: Any person who is entitled to attend and vote at this
meeting may appoint a proxy to attend and vote in their stead. A
proxy need not be a member or creditor.
CONTACT: K.D. BLAKE
Joint Voluntary Liquidator
For enquiries: Peter de Vere
Telephone: 345-945-4334
Facsimile: 345-949-7164
Address for Service:
P.O. Box 493 GT, Grand Cayman
Cayman Islands
Telephone: 345-949-4800
BAC SYNTHETIC: Final General Meeting Set for Dec. 16
----------------------------------------------------
BAC SYNTHETIC CLO 2000-1 LIMITED
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
Section 145
NOTICE is hereby given pursuant to Section 145 of the Companies
Law that the final general meeting of the above-named company
will be held at the offices of Maples Finance Limited,
Queensgate House, George Town, Grand Cayman, Cayman Islands, on
16th December 2005 for the purpose of presenting to the members
an account of the winding up of the company and giving any
explanation thereof.
CONTACT: PHILLIPA WHITE and JON RONEY
Joint Voluntary Liquidators
Maples Finance Limited, P.O. Box 1093GT
Grand Cayman, Cayman Islands
BLUE HORSE: Winding Up Accounting Set for Dec. 16
-------------------------------------------------
BLUE HORSE LIMITED
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
NOTICE IS HEREBY GIVEN, pursuant to section 145 of the Companies
Law, that the final general meeting of the shareholders of Blue
Horse Limited (the "Company") will be held at the offices of
Willis Management (Cayman) limited, the Grand Pavilion Centre,
West Bay Rd, Grand Cayman, on the 16th December 2005 at 10:30
a.m., for the purpose of:
1. Having an account laid before the members showing the manner
in which the winding-up has been conducted and the property of
the Company disposed of, and of hearing any explanation that may
be given by the liquidator; and
2. Determining the manner in which the books, accounts and
documentation of the Company, and of the liquidator should be
disposed of.
Proxies: Any person who is entitled to attend and vote at this
meeting may appoint a proxy to attend and vote in his stead. A
proxy need not be a member or creditor.
CONTACT: JAMES P. CARROLL
Voluntary Liquidator
For enquiries: Mr. James P. Carroll
c/o Willis Management (Cayman) Limited
PO Box 30600 Seven Mile Beach
Grand Pavilion Commercial Centre
Grand Cayman, Cayman Islands
Tel: 345 949 3039
Fax: 345 949 6621
BONHEUR INVESTMENTS: Members to Hear Report on Wind Up
------------------------------------------------------
Bonheur Investments, Ltd.
(In Voluntary liquidation)
The Companies Law (2004 Revision)
Notice is hereby given pursuant to Section 145 of the Companies
Law (2004 Revision) that the extraordinary final general meeting
of Bonheur Investments, Ltd. will be held at the offices Smith
Barney Private Trust Company (Cayman) Limited, CIBC Financial
Centre, George Town, Grand Cayman, on December 15, 2005 for the
purpose of presenting to the members an account of the winding
up of Company and giving any explanation thereof.
CONTACT: Buchanan Limited, Voluntary Liquidator
P.O. Box 1170, George Town, Grand Cayman
CALABASSAS LIMITED: Liquidation Details to be Presented
--------------------------------------------------------
Calabassas Limited
(In Voluntary liquidation)
The Companies Law (2004 Revision)
Notice is hereby given pursuant to Section 145 of the Companies
Law (2004 Revision) that the extraordinary final general meeting
of Calabassas Limited will be held at the offices Smith Barney
Private Trust Company (Cayman) Limited, CIBC Financial Centre,
George Town, Grand Cayman, on December 15, 2005 for the purpose
of presenting to the members an account of the winding up of
Company and giving any explanation thereof.
CONTACT: Buchanan Limited, Voluntary Liquidator
P.O. Box 1170, George Town, Grand Cayman
CHOICE 1999: Winding Up Accounting Due Dec. 15
----------------------------------------------
Choice 1999 Investments Ltd.
(In Voluntary liquidation)
The Companies Law (2004 Revision)
Notice is hereby given pursuant to Section 145 of the Companies
Law (2004 Revision) that the extraordinary final general meeting
of Choice 1999 Investments Ltd. will be held at the offices
Smith Barney Private Trust Company (Cayman) Limited, CIBC
Financial Centre, George Town, Grand Cayman, on December 15,
2005 for the purpose of presenting to the members an account of
the winding up of Company and giving any explanation thereof.
CONTACT: Buchanan Limited, Voluntary Liquidator
P.O. Box 1170, George Town, Grand Cayman
CRYSTAL LAKE: To Report on Wind Up Process at Final Meeting
-----------------------------------------------------------
Crystal Lake Limited
(In Voluntary liquidation)
The Companies Law (2004 Revision)
Notice is hereby given pursuant to Section 145 of the Companies
Law (2004 Revision) that the extraordinary final general meeting
of Crystal Lake Limited will be held at the offices Smith Barney
Private Trust Company (Cayman) Limited, CIBC Financial Centre,
George Town, Grand Cayman, on December 15, 2005 for the purpose
of presenting to the members an account of the winding up of
Company and giving any explanation thereof.
CONTACT: Buchanan Limited, Voluntary Liquidator
P.O. Box 1170, George Town, Grand Cayman
CSN CAYMAN: Accounts on Liquidation to be Presented
---------------------------------------------------
CSN Cayman II Ltd.
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
TAKE NOTICE THAT pursuant to Section 145 of the Companies Law
(2004 Revision) that the final meeting of the shareholders of
CSN Cayman II Ltd. will be held at the offices of Walkers, PO
Box 265GT, Walker House, Mary Street, George Town, Grand Cayman,
Cayman Islands, on December 14, 2005 at 10.00 a.m.
Business:
1. To lay accounts before the meeting, showing how the winding
up has been conducted and how the property has been disposed of,
as at the final winding up and for hearing any explanation that
may be given by the liquidator.
2. To authorize the liquidators to retain the records of the
Company for a period of five years from the dissolution of the
Company, after which time they may be destroyed.
Any member entitled to attend and vote is permitted to appoint a
proxy to attend and vote instead of him and such proxy need to
be a member.
CONTACT: Otavio De Garcia Lazcano, Voluntary Liquidator
Condominio Edificio Sao Luiz
Av. Juscelino Kubitschek, 1830
13o andar, Torre I, Itaim Bibi
Sao Paulo, SP, Brazil, 04543-900
CSN ISLANDS: To Disclose Liquidation Details
--------------------------------------------
CSN Islands Corp.
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
TAKE NOTICE THAT pursuant to Section 145 of the Companies Law
(2004 Revision) that the final meeting of the shareholders of
CSN Islands Corp. will be held at the offices of Walkers, PO Box
265GT, Walker House, Mary Street, George Town, Grand Cayman,
Cayman Islands, on December 14, 2005 at 10.00 a.m.
Business:
1. To lay accounts before the meeting, showing how the winding
up has been conducted and how the property has been disposed of,
as at the final winding up and for hearing any explanation that
may be given by the liquidator.
2. To authorize the liquidators to retain the records of the
Company for a period of five years from the dissolution of the
Company, after which time they may be destroyed.
Any member entitled to attend and vote is permitted to appoint a
proxy to attend and vote instead of him and such proxy need to
be a member.
CONTACT: Otavio De Garcia Lazcano, Voluntary Liquidator
Condominio Edificio Sao Luiz
Av. Juscelino Kubitschek, 1830
13o andar, Torre I, Itaim Bibi
Sao Paulo, SP, Brazil, 04543-900
CSN ISLANDS II: Sets Final Shareholder Meeting for Dec. 14
----------------------------------------------------------
CSN Islands II Corp.
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
TAKE NOTICE THAT pursuant to Section 145 of the Companies Law
(2004 Revision) that the final meeting of the shareholders of
CSN Islands II Corp. will be held at the offices of Walkers, PO
Box 265GT, Walker House, Mary Street, George Town, Grand Cayman,
Cayman Islands, on December 14, 2005 at 10.00 a.m.
Business:
1. To lay accounts before the meeting, showing how the winding
up has been conducted and how the property has been disposed of,
as at the final winding up and for hearing any explanation that
may be given by the liquidator.
2. To authorize the liquidators to retain the records of the
Company for a period of five years from the dissolution of the
Company, after which time they may be destroyed.
Any member entitled to attend and vote is permitted to appoint a
proxy to attend and vote instead of him and such proxy need to
be a member.
CONTACT: Otavio De Garcia Lazcano, Voluntary Liquidator
Condominio Edificio Sao Luiz
Av. Juscelino Kubitschek, 1830
13o andar, Torre I, Itaim Bibi
Sao Paulo, SP, Brazil, 04543-900
CSN ISLANDS III: Schedules Final Meeting for Dec. 14
----------------------------------------------------
CSN Islands III Corp.
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
TAKE NOTICE THAT pursuant to Section 145 of the Companies Law
(2004 Revision) that the final meeting of the shareholders of
CSN Islands III Corp. will be held at the offices of Walkers, PO
Box 265GT, Walker House, Mary Street, George Town, Grand Cayman,
Cayman Islands, on December 14, 2005 at 10.00 a.m.
Business:
1. To lay accounts before the meeting, showing how the winding
up has been conducted and how the property has been disposed of,
as at the final winding up and for hearing any explanation that
may be given by the liquidator.
2. To authorize the liquidators to retain the records of the
Company for a period of five years from the dissolution of the
Company, after which time they may be destroyed.
Any member entitled to attend and vote is permitted to appoint a
proxy to attend and vote instead of him and such proxy need to
be a member.
CONTACT: Otavio De Garcia Lazcano, Voluntary Liquidator
Condominio Edificio Sao Luiz
Av. Juscelino Kubitschek, 1830
13o andar, Torre I, Itaim Bibi
Sao Paulo, SP, Brazil, 04543-900
CSN ISLANDS IV: To Present Liquidation Accounting
-------------------------------------------------
CSN Islands IV Corp.
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
TAKE NOTICE THAT pursuant to Section 145 of the Companies Law
(2004 Revision) that the final meeting of the shareholders of
CSN Islands IV Corp. will be held at the offices of Walkers, PO
Box 265GT, Walker House, Mary Street, George Town, Grand Cayman,
Cayman Islands, on December 14, 2005 at 10.00 a.m.
Business:
1. To lay accounts before the meeting, showing how the winding
up has been conducted and how the property has been disposed of,
as at the final winding up and for hearing any explanation that
may be given by the liquidator.
2. To authorize the liquidators to retain the records of the
Company for a period of five years from the dissolution of the
Company, after which time they may be destroyed.
Any member entitled to attend and vote is permitted to appoint a
proxy to attend and vote instead of him and such proxy need to
be a member.
CONTACT: Otavio De Garcia Lazcano, Voluntary Liquidator
Condominio Edificio Sao Luiz
Av. Juscelino Kubitschek, 1830
13o andar, Torre I, Itaim Bibi
Sao Paulo, SP, Brazil, 04543-900
CSN ISLANDS V: To Report on Wind Up Process
-------------------------------------------
CSN Islands V Corp.
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
TAKE NOTICE THAT pursuant to Section 145 of the Companies Law
(2004 Revision) that the final meeting of the shareholders of
CSN Islands V Corp. will be held at the offices of Walkers, PO
Box 265GT, Walker House, Mary Street, George Town, Grand Cayman,
Cayman Islands, on December 14, 2005 at 10.00 a.m.
Business:
1. To lay accounts before the meeting, showing how the winding
up has been conducted and how the property has been disposed of,
as at the final winding up and for hearing any explanation that
may be given by the liquidator.
2. To authorize the liquidators to retain the records of the
company for a period of five years from the dissolution of the
company, after which time they may be destroyed.
Any member entitled to attend and vote is permitted to appoint a
proxy to attend and vote instead of him and such proxy need to
be a member.
CONTACT: Otavio De Garcia Lazcano, Voluntary Liquidator
Condom¡nio Edificio Sao Luiz
Av. Juscelino Kubitschek, 1830
13o andar, Torre I, Itaim Bibi
Sao Paulo, SP, Brazil, 04543-900
CXA93A LIMITED: Final Meeting Set for Dec. 19
---------------------------------------------
CXA93A Limited
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
NOTICE IS HEREBY GIVEN, pursuant to Section 145 of the Companies
Law, that the final meeting of the shareholders of CXA93A
Limited will be held at the offices of Trident Trust Company
(Cayman) Limited, Fourth Floor, One Capital Place, P.O. Box 847,
George Town, Grand Cayman, Cayman Islands, on December 19, 2005
at 10.00 a.m.
The purpose of the meeting is to have laid before the
shareholders of the Company the report of the liquidator,
showing the manner in which the winding-up of the Company has
been conducted, the property of the Company distributed and the
debts and obligations of the Company discharged, and giving any
explanation thereof.
Any member entitled to attend and vote is entitled to appoint a
proxy to attend and vote instead of him, and such proxy need not
be a member.
CONTACT: Trident Directors (Cayman) Ltd., Voluntary Liquidator
Donald Spence
P.O. Box 847, George Town, Grand Cayman
Telephone: (345) 949 0880
Facsimile: (345) 949 0881
DANA PETROLEUM (HALMAHERA): Account of Wind Up to be Presented
--------------------------------------------------------------
DANA PETROLEUM (HALMAHERA) LLC
(In Voluntary Liquidation)
The Companies Law (2004 Revision)
Section 145
NOTICE is hereby given pursuant to Section 145 of the Companies
Law that the final general meeting of the above-named company
will be held at the offices of Maples Finance Limited,
Queensgate House, George Town, Grand Cayman, Cayman Islands, on
16th December 2005 for the purpose of presenting to the members
an account of the winding up of the company and giving any
explanation thereof.
CONTACT: JOHANN LE ROUX and JON RONEY
Joint Voluntary Liquidators
Maples Finance Limited, P.O. Box 1093GT
Grand Cayman, Cayman Islands
===============
C O L O M B I A
===============
BAVARIA: S&P Raises Ratings to 'BB+'
------------------------------------
Standard & Poor's Ratings Services has raised its corporate
credit ratings on Bavaria S.A. and its senior unsecured debt
rating on the 8.875% $500 million bonds issued by Bavaria due
2010, which have the guarantee of several of Bavaria's non-rated
subsidiaries, to 'BB+' from 'BB'. The ratings remain on
CreditWatch with positive implications, where they were placed
on July 21, 2005.
"The upgrade reflects expected operating synergies from
Bavaria's recently becoming a part of the SABMiller PLC
(BBB+/Stable/--) global beverage group, as well as Standard &
Poor's recent reassessment of transfer and convertibility risk
for Colombia and Peru," said Standard & Poor's credit analyst
Federico Mora.
"The amount of potential additional rating uplift will depend on
SABMiller's decisions concerning financial policy for Bavaria,
as well as the amount of implicit or explicit parent support for
Bavaria's significant debt load. Standard & Poor's expects to
resolve the CreditWatch listing within three months," Mr. Mora
said.
The ratings on Bavaria reflect its leadership in the beer
industries of Colombia, Peru, Ecuador, and Panama; the
attractive demographics of those countries; the company's well-
established brands; and its significant cash-flow generation.
Nevertheless, Bavaria is still affected by vulnerabilities
particular to the countries of operation, such as the volatility
of their currencies; the strong correlation between the
company's sales and the economic performance of these countries;
and potential local tax changes, all under relatively high debt
leverage resulting from recent acquisitions.
With 28.6 million hectoliters (Hl) of beer and malt beverages
sold in 2004, of which about 60% were sold in Colombia, Bavaria
is one of the largest beer producers in Latin America, the sole
beer producer in Colombia, and the most important producer in
Peru, Panama, and Ecuador.
Primary Credit Analyst: Federico Mora, Mexico City (52) 55-5081-
4436; federico_mora@standardandpoors.com
Secondary Credit Analyst: Vincent Allilaire, London (44) 20-
7176-3628; vincent_allilaire@standardandpoors.com
===================================
D O M I N I C A N R E P U B L I C
===================================
* DOMINICAN REPUBLIC: 2006 Budget Due Next Week - IMF
-----------------------------------------------------
The International Monetary Fund (IMF) expects to receive
Dominican Republic's 2006 Budget. The following statement was
issued Tuesday in Washington, D.C. by Mr. Guy Meredith, the
International Monetary Fund's (IMF) mission chief for the
Dominican Republic:
"The IMF mission that visited Santo Domingo during November 9-
18, 2005 held productive discussions with the authorities on the
draft budget for 2006 and other issues related to the third
review of the Dominican Republic's program supported by the
Stand-By Arrangement with the IMF.
"The IMF's Executive Board approved the first and second reviews
of the Stand-By Arrangement in mid-October, and subsequent
progress in implementing the program remains favorable. Recent
developments in economic activity and financial markets point to
continuing sound macroeconomic policies. As a consequence, all
quantitative targets for end-September 2005 were met and
envisaged structural reforms are on track. The outlook for the
remainder of the year is positive. It was agreed that sustaining
this prudent course of policies would require that the budget
for 2006 build upon the progress already made in restoring a
sustainable fiscal position. Discussions focused on measures
needed to underpin the envisaged fiscal adjustment. These
include implementing a revenue-neutral tax reform consistent
with early entry into DR-CAFTA, and improving the performance of
the electricity sector, while reducing the necessary government
subsidy.
"The authorities are expected to submit the 2006 budget to
congress next week, consistent with the agreed program
objectives. Once this step has been taken, the authorities'
Letter of Intent describing the government's policies will be
finalized and submitted to IMF Management."
CONTACT: International Monetary Fund - IMF
External Relations Department
Public Affairs
Phone: 202-623-7300
Fax: 202-623-6278
Media Relations
Phone: 202-623-7100
Fax: 202-623-6772
=============
E C U A D O R
=============
PETROECUADOR: Oil Contract Revision Talks Begin
-----------------------------------------------
State oil firm Petroecuador has initiated talks to revise oil
production contracts with 22 private-sector companies, Dow Jones
Newswires reports. According to Ecuador's executive president
Luis Roman, Petroecuador has met with representatives from
Occidental Petroleum Corp (OXY), Encana Corporation (ECA),
Repsol-YPF S.A. (REP), Agip Oil and Petroleo Brasileiro SA
(PBR), or Petrobras.
Next month, Petroecuador will meet with the remaining 17
companies operating in Ecuador.
Petroecuador will then begin examining specific proposals for
each individual company, starting with the five largest
contracts namely Occidental, Repsol-YPF, EnCana, Agip Oil and
Ecuador's Petrobell, Mr. Roman stated.
"In December all the cards will be on the table and we will be
able to see how near or how far we are in agreements with each
company," Mr. Roman said.
President Alfredo Palacio announced the renegotiation of the
operating contracts in September, stating that it would boost
the government's share of oil revenues and help the Company cope
with sky-high international crude oil prices.
The government aims to make the tax rules more transparent,
coordinating the efforts of various ministries and government
agencies to determine how much the government takes in oil
revenues from each contract, Mr. Roman said.
The executive president believes that the new agreements will
provide security for oil companies, because they consider
various aspects not considered in the existing contracts.
The accords will also address frequent complaints from private-
sectors regarding the National Hydrocarbons Department's
certification of production levels that operators say are often
late, wrong or muddled.
Roman admitted that the talks will be complicated because they
require an individual analysis of each contract.
The government has disclosed that its participation in oil
contracts varies between 15% and 65% of production, depending on
the field size and potential. Petroecuador reported an average
tax burden of 26.3%.
However, the companies assert that including all investment,
labor and tax costs, the state's burden is more than 50% on
average and in some cases as high as 70% to 80%.
Petroecuador expects to sign next week a contract with French
oil consulting firm Beicip-Franlab, which will act as its
advisor during the talks.
Beicip is expected to come up with a new mathematical model by
February 2006 to increase the government's revenues from
private-sector oil production.
Mr. Roman is confident that agreements can be reached with all
the oil firms and that they will not be unilaterally forced.
Negotiations should be completed in the first half of 2006 and
the new terms should be signed by the time President Palacio
hands over to his successor in January 2007, according to Mr.
Roman.
VINTAGE PETROLEUM: Antitrust Regulators OK Occidental Deal
----------------------------------------------------------
U.S. oil producer Occidental Petroleum Corp. (NYSE:OXY) has
secured approval from antitrust authorities to acquire smaller
rival Vintage Petroleum Inc. (NYSE:VPI), reports Reuters.
The Federal Trade Commission said officials closed their
investigation into the deal without taking action.
Los Angeles-based Occidental announced last month that it has
agreed to acquire, by means of a merger, Vintage for $20.00 per
Vintage share in cash, plus 0.42 Occidental shares per Vintage
share.
Occidental will also assume US$550 million in debt and US$225
million in cash on Vintage's balance sheet at the end of the
year.
The transaction is expected to close in the first quarter of
2006, subject to regulatory approvals. Goldman, Sachs & Co. and
Petrie Parkman & Co. provided fairness opinions to Oxy's Board
of Directors.
Vintage's operating assets in Argentina and California provide
opportunities to increase production and reserves through the
application of enhanced oil recovery and exploitation techniques
Oxy has employed successfully in other operations.
Oxy will incorporate Vintage's California assets into its nearby
operations in the southern San Joaquin Valley and in the
Sacramento Valley.
Oxy also will integrate Vintage's Latin American assets into its
existing position in Latin America, where it is one of the
largest producers in Colombia and Ecuador, with combined second
quarter 2005 net production of 70,000 barrels of oil per day.
CONTACT: Vintage Petroleum, Inc., Tulsa
Robert E. Phaneuf
Phone: 918-592-0101
URL: www.vintagepetroleum.com
=====================
E L S A L V A D O R
=====================
BANCO AGRICOLA: Fitch Affirms Ratings
-------------------------------------
Fitch Ratings has affirmed Banco Agricola's ratings as follows:
--Long-term foreign currency 'BB', Outlook Stable;
--Short-term foreign currency 'B';
--Individual 'D';
--Support '5'.
Banco Agricola's ratings consider its dominant market position
in El Salvador and its broad and diversified retail deposit base
and loan portfolio. The ratings also reflect the bank's tight
capital levels in view of El Salvador's difficult operating
environment, relatively low profitability and still high,
although improving, levels of impaired, restructured, and
foreclosed assets.
Banco Agricola is El Salvador's largest bank, with a market
share of 28% in terms of assets and deposits at the end of June
2005. Founded in 1955, Agricola is part of one of the largest
financial groups in Central America, with assets of US$3.2
billion at the end of June 2005. Banco Agricola is held by
Inversiones Financieras Banco Agricola (IFBA) which controls 88%
of the bank. Additionally, IFBA owns majority stakes in
subsidiaries involved in the insurance, stockbrokerage, and
pension fund management sectors.
CONTACT: Alejandro Garcia +1-212-908-0393, New York
Gustavo Lopez +1-212-908-0853, New York
Peter Shaw +1-212- 908-0553, New York
Reynaldo Lopez +503-2263-1300, El Salvador
MEDIA RELATIONS: Christopher Kimble, New York
Tel: +1 212-908-0226
BANCO SALVADORENO: Fitch Leaves Ratings Unchanged
-------------------------------------------------
Fitch Ratings has affirmed Banco Salvadoreno's ratings as
follows:
--Long-term foreign currency at 'BB' (Stable Outlook);
--Short-term foreign currency at 'B';
--Individual at 'D'.
Banco Salvadoreno's support rating of '5' remains on Rating
Watch Positive.
The Rating Watch Positive on the support rating reflects the
likelihood that it will be upgraded upon conclusion of Panama's
Grupo Banistmo's acquisition of a majority stake in Banco
Salvadoreno. In Fitch's view, there will be a moderate
probability of support from Grupo Banistmo once the acquisition
is completed. The transaction is expected to close before the
end of 2005.
Banco Salvadoreno's ratings consider the bank's significant
position within El Salvador's banking system, as well as its
relatively low profitability, tight capital, and asset-quality
concerns. In Fitch's view, Banco Salvadoreno's acquisition by
Grupo Banistmo will enhance the bank's ability to improve its
financial profile and face the increasingly competitive
environment. It should also enhance the bank's prospects in its
market through the operational support of a strong regional
group.
Banco Salvadoreno, El Salvador's third largest bank by assets
with a market share of 16.6% at end-June 2005, has been
historically focused on the local corporate market; however, the
bank has begun to expand into the consumer and middle market
segments over the past few years. Although the bank has been
domestically held by a group of local investors, they recently
agreed to sell a majority stake to Grupo Banistmo (parent
company of Primer Banco del Istmo, which is rated 'BB+' by
Fitch), the largest financial group in the region with assets of
$6.4 billion at end-June 2005. Under this agreement, Grupo
Banistmo would acquire an equity stake of 51% to 60% in
Inversiones Financieras Bancosal, S.A. (IFB), Banco
Salvadoreno's holding company. Banco Salvadoreno accounts for
over 97% of IFB's consolidated assets.
CONTACT: Alejandro Garcia +1-212-908-0393, New York
Gustavo Lopez +1-212-908-0853, New York
Peter Shaw +1-212- 908-0553, New York
Reynaldo Lopez +503-2263-1300, El Salvador
MEDIA RELATIONS: Christopher Kimble, New York
Tel: +1 212-908-0226
SCOTIABANK EL SALVADOR: Fitch Details Various Ratings
-----------------------------------------------------
Fitch has assigned ratings to Scotiabank El Salvador (SES) as
follows:
--Long-term foreign currency 'BB+' (Stable Outlook);
--Short-term foreign currency 'B';
--Individual 'D';
--Support '3'.
SES' ratings reflect the support it would receive from its
parent company, Canada's Bank of Nova Scotia (BNS), should it be
required. In Fitch's view, there is a moderate probability that
support from BNS would be forthcoming, if required. Fitch
considers that SES is a key component in BNS' strategy to build
a strong Central American franchise. SES' ratings also reflect
its overall adequate performance, while recognizing the need to
improve asset quality, efficiency, and profitability in an
increasingly competitive environment. Despite carrying wider net
interest margins than its competitors due to its leading
position in mortgage loans, cost-to-income remains high,
hindering profitability. Although declining, SES records
relatively high levels of impaired (2.2% of loans) and
restructured loans (6.4%) relative to other major Salvadorian
banks.
In 1997, BNS acquired Ahorromet, a local financial company
founded in 1972, which was subsequently renamed SES. SES has
traditionally targeted the retail market, primarily through
mortgage loans and deposit products for individuals. In May 2005
SES acquired and merged Banco de Comercio, one of the top
performing banks in El Salvador, becoming the fourth largest
bank in the country, with a market share of 14.9% in terms of
assets at end-June 2005 and reducing the significant gap in
terms of size with the three dominant banks in the market. Banco
de Comercio provided more than 70% of the consolidated assets
and equity after the merger.
BNS, which has an 'AA-' long-term foreign currency rating by
Fitch, is the third largest of the five dominant Canadian banks
and has one of the largest market capitalizations among publicly
traded Canadian companies. Offering a full range of financial
services to Canadian customers through about 1,000 branches and
2,200 ATMs, BNS is the most internationally diverse of the major
Canadian banks, operating in about 50 countries through over 700
international offices, including a long-standing indigenous
retail banking presence in the Caribbean and in Central American
countries.
CONTACT: Alejandro Garcia +1-212-908-0393, New York
Gustavo Lopez +1-212-908-0853, New York
Reynaldo Lopez +503-2263-1300, El Salvador
MEDIA RELATIONS: Christopher Kimble, New York
Tel: +1 212-908-0226
===========
M E X I C O
===========
AEROMEXICO/MEXICANA: Bidding Only Attracts Two Groups
-----------------------------------------------------
Mexico's government-run airline holding company Cintra SA
revealed Monday only two investor groups have placed bids for
each of its two main airlines, Mexicana and Aeromexico. The two
groups are Mexican hotel-chain operator Grupo Posadas and Grupo
Xtra, the holding company for Grupo Casa Saba SA, one of
Mexico's largest pharmaceuticals distributors.
As of August, Cintra had gathered some interest from 10 groups.
However, interest in the country's airlines has waned as a
number of prominent Mexican businessmen have opted instead to
launch their own low-cost carriers.
The financial offers will be evaluated by Nov. 29, Cintra said.
No group can buy both airlines, while foreigners are limited to
a minority stake.
Meanwhile, Cintra's Class A shares tumbled 20% in heavy trading
Tuesday to a near 13-month low of MXN5.13 (48 cents) following
the announcement of the bids.
"Since only two bidders are left, the fear is that the process
will be canceled entirely," said Carlos Hermosillo, an equities
analyst with local brokerage firm Vector.
The government scratched prior plans to sell the airlines after
the Sept. 11, 2001, terrorist attacks in the U.S. Years later,
the airline industry is still riding out rough times.
Given the low turnout for the Cintra sale, investors are also
worried that the government would sell the carriers too cheaply.
Analysts calculate Cintra's assets are worth US$1.3 billion, or
about 14 pesos a share.
BALLY TOTAL: Investment Funds to Propose CEO Removal
----------------------------------------------------
Liberation Investments, LP (LILP) and Liberation Investments
Ltd. (LILTD) submitted a notice to Bally Total Fitness Holding
Corporation (the Company) on Monday advising it that LILP and
LILTD intend to present a stockholder proposal (the Proposal) at
the annual meeting of the Company's stockholders slated for
January 26, 2005 (the Annual Meeting).
If adopted, the Proposal would (i) amend the Amended and
Restated Bylaws of the Company (the Bylaws) to afford
stockholders the right to remove the Chief Executive Officer and
President upon the affirmative vote of a majority of the
Company's issued and outstanding stock then entitled to vote,
(ii) prevent the Board of Directors of the Company from acting
unilaterally to amend the Bylaws to eliminate the stockholder
authority described in clause (i) of this paragraph and (iii)
remove current Chief Executive Officer and President Paul A.
Toback from office.
The filing of the Notice with this Schedule 14A under Rule 14a-
12 of the Securities Exchange Act, as amended, is made without
prejudice to the right of LILP and LILTD to give further notice
of business to be presented or conducted at the Annual Meeting
(including, without limitation, the election of one or more
directors to the Board of Directors of the Company) or any other
meeting of the Company's stockholders.
The solicitation in connection with the Proposal will be made by
LILP and LILTD, who will accordingly be considered participants
in the solicitation. By virtue of Instruction 3 of Item 4 of
Schedule 14A, Liberation Investment Group, LLC (LIGLLC) and
Emanuel R. Pearlman may be considered participants in the
solicitation as well. The number of shares of the Company's
common stock beneficially owned by these persons as of November
21, 2005 is as follows: LILP (2,662,963), LILTD (1,436,487),
LIGLLC (4,099,450), Mr. Pearlman (4,134,450).
Additional information relating to the participants in the
forthcoming proxy solicitation with respect to the proposal is
contained in the schedule 13d filed on behalf of (i) LILP; (ii)
LILTD; (iii) LIGLLC and (iv) Emanuel r. Pearlman, with the
securities and exchange commission on June 8, 2004, as amended
by amendment no. 1 filed on July 13, 2004, amendment no. 2 filed
on August 27, 2004, amendment no. 3 filed on September 1, 2004,
amendment no. 4 filed on September 10, 2004, amendment no. 5
filed on December 13, 2004, amendment no. 6 filed on April 26,
2005, amendment no. 7 filed on may 6, 2005, amendment no. 8
filed on July 19, 2005, amendment no. 9 filed on July 22, 2005,
amendment no. 10 filed on September 19, 2005, amendment no. 11
filed on October 11, 2005, amendment no. 12 filed on October 31,
2005, amendment no. 13 filed on November 14, 2005 and amendment
no. 14 filed on November 21, 2005 (the schedule 13d), relating
to shares of common stock, $.01 par value per share, of the
company. The schedule 13d is currently available free of
Charge on the securities and exchange commission's website at
http://www.sec.gov.
Security holders are strongly urged to read the proxy statement
and other documents relating to the solicitation of proxies by
the reporting persons in connection with the proposal when they
become available as they will contain important information.
When completed, a definitive proxy statement and a form of proxy
will be mailed to stockholders of the issuer and will be
available at no charge on the website of the securities and
exchange commission at http://www.sec.gov.
LILP and LILTD wrote to Bally Total stating:
This is a notice (the Notice) of the decision of Liberation
Investments, L.P. (LILP) and Liberation Investments Ltd. (LILTD,
collectively with LILP, the Liberation Funds, we or our), which,
with Liberation Investment Group LLC (LIGLLC), general partner
of LILP and discretionary investment adviser to LILTD, and
Emanuel R. Pearlman, General Manager and majority member of
LIGLLC, collectively beneficially own 4,134,450 shares (the
Shares) of common stock, par value $0.01, of Bally Total Fitness
Holding Corporation, a Delaware corporation (the Company), to
present a stockholder proposal at the upcoming Annual Meeting of
stockholders of the Company presently scheduled for January 26,
2006, including any adjournments or postponements thereof or any
special meeting that may be called in lieu thereof (the Annual
Meeting). This Notice is being delivered in accordance with the
requirements set forth in Article II, Section 2 (the Proposal
Requirements) of the Amended and Restated Bylaws of the Company
(the Bylaws).
We have repeatedly urged the Company to bolster stockholder
democracy by providing stockholders with a voice in determining
the tenure of the Company's senior management team. In addition,
we have shared our view that the capital markets have lost
confidence in the performance of current senior management and
that it would thus be advantageous to the Company and its
stockholders to remove Mr. Paul Toback as Chief Executive
Officer and President. We have advocated replacing him with a
more seasoned professional manager who engenders such confidence
from the capital markets. However, the Company has rebuffed
these suggestions at every turn. As a result, we intend to make
the proposal described below in order to place these concepts
directly before the Company's stockholders for their
consideration.
We regret that the intransigence of the Company has prevented it
to date from recognizing the value of the suggestions we have
advanced and independently implementing them. We firmly believe
that the Company is not well served by expending its limited
resources to aggressively defend against a proposal that is in
its best interests. Accordingly, although we remain firmly
committed to our proposal and are prepared to continue with our
proxy campaign if necessary, we are also receptive to the
possibility of reaching a consensual accommodation, which takes
seriously our expressed concerns.
NOTICE OF INTENTION TO PRESENT A STOCKHOLDER PROPOSAL
Pursuant to the Proposal Requirements, this Notice sets forth
(a) a brief description of the business desired to be brought
before the Annual Meeting and the reasons for conducting such
business at the Annual Meeting; (b) any material interest of the
Liberation Funds in such business; (c) the name and record
address of the Liberation Funds; and (d) the class, series and
number of shares of capital stock of the Company which are
beneficially owned by the Liberation Funds. In addition, in the
interest of completeness, we have included a description of the
beneficial interests of LIGLLC and Mr. Pearlman in the Shares
(although each of them disclaims membership in a group with
Liberation Investments) and disclosed the record address of each
of them.
Proposal: The Liberation Funds hereby notify the Company that
they intend to bring the below described business before the
Annual Meeting in the form of a proposal (the Proposal) to the
stockholders to adopt the following resolution:
"RESOLVED, that the stockholders of the Company do hereby amend
Article IV, Section 1, Article IV, Section 2 and Article VIII,
Section 5 of the Amended and Restated Bylaws of Bally Total
Fitness Holding Corporation by deleting such sections in their
entirety and replacing them as follows (text to be added to the
existing text of the Bylaws hereby is underscored herein):
Article IV, Section 1, is amended and restated to read:
"The officers of the Corporation shall be chosen by the Board of
Directors, provided that the stockholders shall be empowered to
remove the Corporation's Chief Executive Officer and President
from office by the affirmative vote of the holders of a majority
of the Corporation's issued and outstanding stock then entitled
to vote. The Corporation's officers shall be a Chief Executive
Officer, who shall also be the Corporation's President, a
Secretary and a Treasurer. The Board of Directors, in its
discretion, may also choose a Chairman of the Board of Directors
(who must be a director) and one or more Vice Presidents,
Assistant Secretaries, Assistant Treasurers and other officers.
Any number of offices may be held by the same person, unless
otherwise prohibited by law, the Certificate of Incorporation or
these Bylaws. The officers of the Corporation need not be
stockholders of the Corporation nor, except in the case of the
Chairman of the Board of Directors, need such officers be
directors of the Corporation."
Article IV, Section 2, is amended and restated to read:
"The Board of Directors at its first meeting held after each
annual meeting of stockholders shall elect the officers of the
Corporation who shall hold their offices for such terms and
shall exercise such powers and perform such duties as shall be
determined from time to time by the Board of Directors or the
stockholders, as the case may be. All officers of the
Corporation shall hold office until their successors are chosen
and qualified, or until their earlier resignation or removal by
the Board of Directors or the stockholders. Any officer elected
by the Board of Directors may be removed at any time by the
affirmative vote of a majority of the Board of Directors. The
Corporation's Chief Executive Officer and President may also be
removed by the stockholders as provided in Section 1 of this
Article IV, and no person removed as Chief Executive Officer and
President shall thereafter be appointed or reappointed by the
Board of Directors to serve as an officer of the Corporation.
Any vacancy occurring in any office of the Corporation shall be
filled by the Board of Directors. The salaries of all officers
who are directors of the Corporation shall be fixed by the Board
of Directors."
Article VIII, Section 5, is amended and restated to read:
"Section 2 of Article III, Section 1 of Article IV, Section 2 of
Article IV and this Section 5 of Article VIII of these Bylaws
may only be altered, amended, changed or repealed by action of
the stockholders of the Corporation."
"FURTHER RESOLVED, that Paul A. Toback is hereby removed as the
Chief Executive Officer and President of the Company, effective
immediately."
The Proposal is being brought before the Annual Meeting pursuant
to (i) Article Fifth, Section B of the Restated Certificate of
Incorporation of the Company, which provides in relevant part
that the Bylaws may be amended upon the affirmative vote of not
less than 75% of the votes entitled to be cast by the holders of
all outstanding shares of the Company's stock then entitled to
vote, and (ii) Section 109 of the Delaware General Corporation
law, which provides stockholders with the authority to amend
bylaws.
The Proposal is meant to afford the Company with an improved
opportunity to achieve a successful turnaround by removing its
current Chief Executive Officer and President Paul A. Toback, in
whom we believe the capital markets have lost confidence. In
addition, the Proposal is also meant to ensure the vitality of
stockholder democracy at the Company by providing the
stockholders with the right to remove a future member of senior
management if his or her performance falls well short of the
mark. While it is expected that this right would only very
rarely be exercised by stockholders, its very existence would
serve as a powerful incentive to members of senior management to
pay careful attention to their fiduciary duties and focus keenly
on maximizing value for all stockholders. Finally, the Proposal
would also prevent the Board of Directors of the Company from
acting unilaterally to amend the Bylaws to eliminate the
contemplated authority of stockholders to remove the Chief
Executive Officer and President of the Company.
We may be deemed to have an interest in the Proposal insofar as
adoption of the Proposal by the stockholders is likely to yield
more effective leadership of the Company, which would in turn
increase the value of the Shares held by the Liberation Funds.
LILP beneficially owns 2,662,963 Shares and LILTD beneficially
owns 1,436,487 Shares. LIGLLC, as the sole general partner of
LILP and the sole investment advisor to LILTD, beneficially owns
4,099,450 Shares. Mr. Pearlman owns 35,000 Shares of record and,
as the majority member and General Manager of LIGLLC,
beneficially owns 4,134,450 Shares. Although LILP, LILTD, LIGLLC
and Mr. Pearlman may be regarded as a group, each of them
disclaims beneficial ownership of the Shares owned by the others
and disclaims membership in a group, and this Notice shall not
constitute an acknowledgement that such parties constitute a
group.
The business address of LILP, LIGLLC and Mr. Pearlman is 11766
Wilshire Blvd, Suite #870, Los Angeles, CA 90025. The business
address of LILTD is P.O. Box 31106 SMB Corporate Centre, West
Bay Road, Grand Cayman, Cayman Islands.
CONTACT: Bally Total Fitness Holding Corporation, Chicago
Janine Warell (Investors)
Tel: 773-864-6897
Matt Messinger (Media)
Tel: 773-864-6850
URL: http://www.ballyfitness.com
CABLEMAS: Additional Leverage Prompts Fitch Revision
----------------------------------------------------
Fitch Ratings has downgraded Cablemas S.A. de C.V. national
scale rating to 'A(mex)' from 'A+(mex)' and has assigned 'BB-'
foreign and local currency ratings, including the US$175 senior
notes due 2015. The Rating Outlook is Stable.
The rating downgrade results from the leveraging of the
company's balance sheet following the issuance of the US$175
million senior notes. The total debt to EBITDA ratio is expected
to increase to around 3.0 times (x) from 1.8x at Sept. 30, 2005,
after the company refinances all the prior outstanding debt with
the funds from the issuance. The use of proceeds from the
issuance will be used to refinance all outstanding debt prior to
this issuance and to fund future capital expenditures needs.
Cablemas' rating reflects its solid operating network, diverse
subscriber base, increasing competition, and leveraged financial
position. Cablemas has been upgrading its network and investing
heavily to achieve network bidirectionality capabilities and to
widen its transmission capacity. Network upgrade allows the
company to offer value-added services in addition to the video
services. Currently, the company offers internet services and
has started to offer voice over Internet protocol (VoIP)
services in Tijuana jointly with CLEC Axtel. As part of its
strategy, Cablemas offers bundled services, mostly video and
internet. The offering of bundled services under the same
invoice, increase the competitive position of the company and
helps retain customers and reduce churn rates.
Cablemas has a growing and diversified subscriber base. Over the
past 10 years, the company's management has been actively
acquiring smaller cable operators and has demonstrated the
ability to successfully integrate and improve acquired cable
television (CATV) systems to existing operations. These
acquisitions have helped the company to further diversify its
subscriber base and geographical locations, mitigating adverse
affects from weather, competition from other concessionaires,
and/or alternate technologies. The company's customer
diversification, along with a stable and growing subscriber base
and relatively steady average revenue per user (ARPU) levels,
lower business risk and provide for a certain level of revenue
stability.
Cablemas operates in an increasingly competitive environment.
The introduction of technologies, which allows companies to
offer voice, video, and data services over the same network,
should provide opportunities for new market entrants to compete.
Current regulation does not allow cable companies to offer voice
service, only to lease the access of the last mile to telephone
companies. Currently, regulators are working on rules to allow
cable operators to offer voice services as well as telephone
companies to be able to offer video services. If approved,
competition will likely increase dramatically. For instance,
incumbent telephone operator, Telefonos de Mexico (Telmex), will
be able to offer video services within Cablemas' footprint as
well as bundled triple-play service and directly compete with
the offerings of the cable companies. The final outcome of these
new rules is still uncertain
Cablemas' balance sheet is modestly leveraged with pro forma
total debt to EBITDA of around 3.0x, consistent with the rating
category. Leverage is expected to gradually decrease over the
next few years. High levels of capex are expected to result in
negative free cash flow until 2008; capex is expected to be
funded with the resources of the recent issuance. Despite the
higher levels of leverage, the refinancing improves the maturity
profile and reduces medium-term refinancing risk.
Cablemas is the second largest cable television operator in
Mexico in terms of subscribers and homes passed. At the end of
the third quarter of 2005, the company had operations in 46
cities and 15 states with a video subscriber base totaling
566,000. In addition, the company offers internet services to
100,000 customers in 13 cities. Its network consists of 11,275
kilometers of coaxial cable, 1,569 kilometers of fiber optics,
and 420 nodes. Eight-three percent of the network is 550 Mhz or
higher, and 71% has bidirectional capabilities. For year-end
2004, the company has revenues and EBITDA of MXP1,748 million
and MXP538 million, respectively.
CONTACT: Fitch Ratings
Sergio Rodriguez, CFA
Tel: +011 5281 8335-7179
Alberto Moreno
Tel: +011 5281 8335-7179
Chris Kimble
Tel: 212-908-0226 (Media Relations)
DESC: Signs Letter of Intent to Acquire Dana's Stakes
-----------------------------------------------------
DESC, S.A. de C.V. (BMV: DESC) announced Tuesday the signing of
a Letter of Intent to acquire Dana Corporation's (Dana) 49%
stakes in the Light, Medium and Heavy Duty Manual Transmission
businesses (TREMEC, TSP and TTC), as well as the Joints and
Seals aftermarket businesses (TF VICTOR), thereby assuming full
ownership of these companies.
At the same time, Dana will acquire DESC's 51% stake, which it
held via its subsidiary DESC Automotriz, in the axle (ETRAC),
propeller shaft (CARDANES), gear (ENCO) and forging (FORJAS)
businesses as well as a 67% stake in the foundry (AMSA)
business, thereby assuming full ownership of these businesses.
Under the terms of the Letter of Intent, DESC and Dana will
dissolve the alliance shared through Spicer, S.A. de C.V.
The transaction is expected to close during the first quarter of
2006.
The businesses being assumed by DESC and Dana, represented sales
during the last four complete quarters of approximately US$290
million and US$290 million, respectively.
This transaction is part of DESC's strategy of creating a
dynamic portfolio of businesses by not only divesting, but also
investing in and focusing on businesses with the greatest
potential for value creation and growth that will allow the
Company to:
1. Redirect its efforts towards new areas of opportunity, taking
advantage of the current environment of relocating auto industry
suppliers within the NAFTA region.
2. Strengthen its position in attractive niches such as
Transmissions, where the Company has prestige and world-class
quality.
3. Position itself as a supplier of parts and integral solutions
through multi-technologies and multi-processes.
DESC, S.A. de C.V. (BMV: DESC) is one of the largest industrial
groups in Mexico, with 2004 sales of approximately US$ 2 billon
and nearly 14,000 employees, which through its subsidiaries is a
leader in the Automobile Parts, Chemical, Food and Property
sectors.
CONTACT: DESC, S.A. de C.V.
In Mexico
Marisol Vazquez-Mellado
Jorge Padilla
Phone: (5255) 5261-8044
E-mail: ir@desc.com.mx
In the U.S.
Maria Barona
Melanie Carpenter
Phone: 212-406-3690
E-mail: desc@i-advize.com
===============
P A R A G U A Y
===============
VISION: Paraguay's Uncertain Financial System Constrains Ratings
----------------------------------------------------------------
Rationale
The ratings on Vision S.A. de Finanzas E.C.A. (Vision) are
constrained by the uncertainty intrinsic to Paraguay's financial
system, and the country's high sovereign risk. Vision is a
financial company operating in the traditionally risky segments
of consumer loans and lending to small and microcompanies in the
middle- and lower-income sectors. On the other hand, the
institution shows good revenue diversification, with relatively
high participation of fee income in total revenues for a company
of its size and profile.
Vision shows a still-high past-due loans ratio of 7.4% and low
loan-loss coverage level of 43% of the nonperforming portfolio.
Vision operates in one of the riskiest market segments and in a
still-unfavorable economic environment; however, favorable
factors include the adequate plans to control delinquencies, and
management's experience in developing businesses in environments
of high financial stress.
Due to the company's significant growth in past years,
capitalization ratios have weakened. In spite of having received
new inflows of capital, Vision still needs to receive new
capital contributions to sustain its present growth levels and
to focus on loan-loss coverage generation in accordance with the
risks the company faces. As a result of these needs, so far,
shareholders have successfully sought to incorporate new
investors into the company's ownership.
At present, the company is involved in the final stages of a
reengineering project that included the redefinition of
processes, overall systems, and information management tools.
This project aims to correct some of the company's weaknesses,
including a costly structure of relatively low productivity, and
deficient management tools for timely business decisions and
preventive measures. As part of this process, the ISO
certification on newly defined processes has been achieved,
systems have already been upgraded, and most of the related
operative work has been finalized. Pending tasks include the
full testing process and fully operational implementation of
management tools (balanced score card included). This objective
is expected to be met by early mid-2006, thus allowing
productivity gains to be reflected in next year's financial
statements.
Outlook
The stable outlook reflects Standard & Poor's Ratings Services'
expectation that, despite Paraguay's still-high operating and
sovereign risks, the successful implementation of changes aimed
at increasing efficiency and improving management tools will
enable Vision to improve its present competitive position
without a deterioration of its credit portfolio.
Primary Credit Analyst: Pablo Gamble, Buenos Aires (54) 11-4891-
2106; pablo_gamble@standardandpoors.com
Secondary Credit Analyst: Carina Lopez, Buenos Aires (54) 11-
4891-2118
***********
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