/raid1/www/Hosts/bankrupt/TCRLA_Public/070607.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, June 7, 2007, Vol. 7, Issue 112
Headlines
A R G E N T I N A
ALITALIA SPA: Pegs April 2007 Net Debt at EUR1.08 Billion
AVAYA INC: Inks Merger Accord with Silver Lake and TPG Capital
BANCO COMAFI: Moody's Rates US$200 Mil. Global Term Note at B2
BANKBOSTON NA: Moody's Withdraws All Ratings
C&R MERCOSUR: Trustee to File Individual Reports on Sept. 3
CONSULTORA KR: Proofs of Claim Verification Ends on June 25
DMRT SA: Trustee Verifies Proofs of Claim Until June 27
GOLAGO SA: Proofs of Claim Verification Deadline Is Aug. 13
GRINLAB ARGENTINA: Seeks Court Nod on Reorganization
GUIMORE SRL: Proofs of Claim Verification Deadline Is July 12
INTER REDES: Trustee to File Individual Reports on Oct. 1
MOLINO ARROCERO: Trustee To File General Report on Oct. 8
PERSONAL DE YPF: Proofs of Claim Verification Is Until July 11
SITELCO SA: Trustee To File Individual Reports on Aug. 22
YPF SA: Ibersecurities Maintains Buy Rating on Repsol's Shares
* ARGENTINA: Inks LNG & Nuclear Energy Accords with Uruguay
B A R B A D O S
HILTON HOTELS: Forms 3 Major Alliances for Global Expansion
HILTON HOTELS: Declares US$.04 Per Share Dividend
SECUNDA INT'L: Moody's Places Low-B Ratings Under Review
B E R M U D A
BELL ATLANTIC: Final General Meeting Is Set for July 10
BELL ATLANTIC: Proofs of Claim Filing Is Until June 22
SCOTTISH RE: Fitch Lifts Issuer Default Rating to BB- from B+
B O L I V I A
INTERNATIONAL PAPER: Gets FAS Approval to Acquire Ilim Interest
* BOLIVIA: State Firm to Launch Tender to Get Values of 4 Firms
B R A Z I L
ACTUANT CORP: S&P Rates Proposed US$250 Million Notes at BB-
ALLEN SYSTEMS: S&P Rates Proposed US$340 Million Loans at B
BRASIL TELECOM: To Extend Comm. Technology Service by Year-End
BUCYRUS INT’L: S&P Revises Recovery Ratings on Credit Facilities
CA INC: Case Dismissal Prompts S&P to Revise Outlook to Stable
FLEXTRONICS INTERNATIONAL: Inks Agreement to Acquire Solectron
FLEXTRONICS INT'L: Solectron Bid Cues S&P’s Negative Watch
GREIF INC: Board Declares Quarterly Cash Dividends
NOVELIS INC: Hindalco Acquisition Cues S&P to Remove Watch
PETROLEO BRASILEIRO: May Supply Ethanol to Japanese Plants
PETROLEO BRASILEIRO: Seeking Partners for Biodiesel Plants
SOLECTRON CORP: Flextronics to Acquire Firm for US$3.6 Billion
STONEPATH GROUP: AMEX to Delist Common Stock on June 14
TRW AUTOMOTIVE: Completes Common Stock Public Offering
C A Y M A N I S L A N D S
AMERICAN BUSINESSOWNERS: Final Shareholders Meeting on July 9
INVESTCORP HARBORSIDE: Proofs of Claim Filing Ends on July 6
INVESTCORP HARBORSIDE INVESTING: Claims Filing Ends on July 6
NEW HARBORSIDE INVESTORS: Proofs of Claim Filing Is Until July 6
NEW HARBORSIDE: Proofs of Claim Must be Filed by July 6
PERENCO ERITREA: Proofs of Claim Filing Ends on July 12
PERENCO ERITREA: Will Hold Final Shareholders Meeting on July 12
C H I L E
GOODYEAR TIRE: S&P Lifts Ratings on Two Certificate Classes to B
C O L O M B I A
GEOKINETICS INC: Stockholders Will Meet on July 11
SOLUTIA INC: Bankruptcy Clerk Records 9 Claims Sale for May 2007
SOLUTIA INC: Wants Amended Plan Voting Protocol Approved
D O M I N I C A N R E P U B L I C
AMERICAN AIRLINES: Discloses Limitations on Baggage
E C U A D O R
PETROECUADOR: Developing Hydrocarbons Activities with China
G U A T E M A L A
BRITISH AIRWAYS: Named Least Eco-Friendly Brand by Online Poll
J A M A I C A
AIR JAMAICA: Reaffirms Govt's Financial Support on Airline
NATIONAL WATER: Will Restore Roadways in Haddington
M E X I C O
ALLIS-CHALMERS: Moody's Lifts Rating to B2 on Strong Performance
AMF BOWLING: S&P Cuts Rating to B on Planned US$285MM Facilities
BALLY TOTAL: Closes US$18 Million Canadian Fitness Centers Sale
BENQ CORP: Enters Into NFC Contract with Sirit
BEST MANUFACTURING: Ch. 7 Trustee Taps Norris as Special Counsel
DISTRIBUTED ENERGY: Closes US$12.5 Mil. Financing with Perseus
DURA AUTOMOTIVE: Wants Two Remaining Key Leases Assumed
DURA AUTO: Court Extends Excl. Plan-Filing Period to Sept. 30
FENDER MUSICAL: S&P Rates New US$100 Million Term Loan at B+
GRUPO MEXICO: Investing US$4.1 Bln in Local Mining Operations
GUESS?: Deutsche Bank Places Buy Rating on Firm's Shares
INVISTA B.V.: S&P Lifts Rating on US$2.05-Bil. Facility to BB+
PQ CORP: Carlyle Deal Cues S&P to Put Ratings on Negative Watch
WARNER MUSIC: Fitch Comments on Risk of Potential Bid for EMI
WESTERN UNION: March 31 Balance Sheet Upside-Down by US$172.4MM
P A N A M A
CABLE & WIRELESS: Seeks Investors' Support on Incentive Pay Plan
P E R U
* PERU: Gets US$150 Million Financing from World Bank
P U E R T O R I C O
DORAL FINANCIAL: To Meet with FBOP CORP To Discuss Offer
HORIZON LINES: Appoints Four Class II Directors
HORIZON LINES: Re-Elects Chuck Raymond as Chairman & CEO
JETBLUE AIRWAYS: Working with Google for Flight Tracking Channel
T R I N I D A D & T O B A G O
BRISTOW GROUP: S&P Rates US$250 Million Senior Notes at BB
U R U G U A Y
* URUGUAY: Inks LNG & Nuclear Energy Accords with Argentina
V E N E Z U E L A
CMS ENERGY: Launches Offering for 7.5% Senior Notes
ISP CHEMCO: S&P Affirms B+ Loan Rating on US$1.52-Bil. Facility
- - - - -
=================
A R G E N T I N A
=================
ALITALIA SPA: Pegs April 2007 Net Debt at EUR1.08 Billion
---------------------------------------------------------
Alitalia S.p.A. released its financial position figures as of April 20, 2007.
The Group’s net debt as of April 30, 2007, amounted to
EUR1.077 billion, with a slight increase in net indebtedness of
EUR5 million (+0.5%) compared with the situation on
March 31, 2007, which was EUR1.072 billion.
Cash-to-hand and short-term financial credits as of April 30, 2007,
amounted to EUR636 million, decreasing with the respect to March 31, 2007,
by EUR7 million (-1.1%) from EUR643 million.
About Alitalia
Headquartered in Rome, Italy, Alitalia S.p.A. --
http://www.alitalia.it/-- provides air travel services for
passengers and air transport of cargo on national, international
and inter-continental routes. In Europe, the company reaches 45
airports, with 1,238 flights per week. In the rest of the
world, the Alitalia Group's aircrafts operate out of 32 airports
with 255 flights per week. The Alitalia Group network is
centered on two main airports, Rome Fiumicino and Milan
Malpensa, and includes, as of Sept. 30, 2006, an operating fleet
of 182 aircrafts. The company also operates in Argentina, China, and
Japan. The Italian government owns 49.9% of
Alitalia.
Despite a EUR1.4 billion state-backed restructuring in 1997,
Alitalia posted net losses of EUR256 million and EUR907 million
in 2000 and 2001 respectively. Alitalia registered EUR93
million in net profits in 2002 after a EUR1.4 billion capital
injection. The carrier booked consecutive annual net losses of
EUR520 million in 2003, EUR813 million in 2004, and EUR168
million in 2005.
AVAYA INC: Inks Merger Accord with Silver Lake and TPG Capital
--------------------------------------------------------------
Avaya Inc. has entered into a definitive merger agreement with Silver Lake
and TPG Capital for approximately US$8.2 billion or US$17.50 per common
share.
Under the terms of the agreement, Avaya shareholders will receive US$17.50
in cash for each share of Avaya common stock they hold, representing a
premium of approximately 28 percent over Avaya's closing share price of
US$13.67 on May 25, 2007, the last trading day prior to published reports
regarding a potential transaction, and a premium of approximately 33
percent over Avaya's average closing share price of US$13.17 during the 30
trading days ending May 25, 2007.
"After an extensive review of Avaya's strategic alternatives with Avaya
management and our financial advisors, the board of directors of Avaya
determined that this transaction with Silver Lake and TPG provides the
best value for Avaya's shareholders," said Phil Odeen, non-executive
chairman of Avaya's board of directors.
Avaya's board of directors has approved the merger agreement and resolved
to recommend that Avaya shareholders adopt the agreement.
"In addition to delivering compelling value for our shareholders, the
partnership with Silver Lake and TPG also creates clear value for Avaya
employees and customers," said Louis J. D'Ambrosio, president and CEO,
Avaya. "The investment in our people and technology and the operating
structure will enable us to extend our technology and services leadership
and continue to deliver the "gold standard" of communication solutions in
the industry."
"Our interests are aligned with the long-term interests of Avaya's
customers and employees," said David Roux, a co-founder and managing
director of Silver Lake. "We have full confidence in Avaya's excellent
management to build on the company's remarkable technology and history,
which spans more than a century, to deploy advanced IP communications
solutions as a source of competitive advantage for customers."
"As one of the earliest private investors in technology and
telecommunications, TPG has come to know and admire Avaya for its roster
of leading customers, history of product innovation and commitment to
customer service," said John Marren, a partner of TPG. "We look forward
to working with our partners at Silver Lake and the company's excellent
team to continue to build this exciting franchise."
The transaction is expected to be completed in the fall of 2007, subject
to receipt of shareholder approval and customary regulatory approvals, as
well as satisfaction of other customary closing conditions. There is no
financing condition to the obligations of the private equity group to
consummate the transaction, and equity and debt commitments for the merger
consideration have been received.
The merger agreement provides for Avaya to solicit proposals from third
parties during the next 50 days. In addition, the company may, at any
time, subject to the terms of the agreement, respond to unsolicited
proposals. There can be no assurance that the process will result in an
alternative transaction. Avaya does not intend to disclose developments
with respect to the solicitation process unless and until its board of
directors has made a decision.
Credit Suisse is serving as exclusive financial advisor to Avaya and its
board of directors.
Weil, Gotshal & Manges LLP acted as legal advisor to Avaya in connection
with the transaction. Skadden, Arps, Slate, Meagher & Flom LLP acted as
legal advisor to Avaya's board in connection with the transaction.
Citi and Morgan Stanley acted as financial advisors to Silver Lake and TPG
and have committed, together with JPMorgan, to provide debt financing for
the transaction.
Ropes & Gray is acting as legal advisor to Silver Lake and TPG.
About Silver Lake
Silver Lake -- http://www.silverlake.com/-- is an investment firm focused
on large scale investments in technology, technology-enabled, and related
growth industries.
About TPG Capital
TPG Capital -- http://www.tpg.com/-- is a global buyout group of TPG, a
private investment firm founded in 1992, with more than US$30 billion of
assets under management and offices in San Francisco, London, Hong Kong,
New York, Minneapolis, Fort Worth, Melbourne, Menlo Park, Moscow, Mumbai,
Shanghai, Singapore and Tokyo.
About Avaya
Headquartered in Basking Ridge, New Jersey, Avaya, Inc.
(NYSE:AV) -- http://www.avaya.com/-- designs, builds and
manages communications networks for more than one million
businesses worldwide, including more than 90% of the FORTUNE
500(R). Avaya is a world leader in secure and reliable Internet
Protocol telephony systems and communications software
applications and services.
Avaya has locations in Malaysia, Argentina and the United Kingdom.
* * *
In January 2005, Moody's Investors Service upgraded the senior
implied rating of Avaya Inc. to Ba3 from B1. Moody's said the
ratings outlook is positive.
BANCO COMAFI: Moody's Rates US$200 Mil. Global Term Note at B2
--------------------------------------------------------------
Moody's Investors Service assigned a B2 global foreign currency debt
rating to Banco Comafi S.A.'s US$ 200 million Global Medium Term Note
Program and a provisional (P)Ba2 global local currency rating to the
US$100 million senior unsecured Argentine
peso-linked notes, due 2012, to be issued under the program.
The outlook on the foreign currency debt rating is positive in line with
the outlook on the sovereign ceiling and the outlook on the local currency
debt rating is stable.
Moody's also assigned a Aa3.ar foreign currency debt rating in the
Argentine national scale to the program and a provisional (P)Aa2.ar
local-currency rating on the national scale to the notes.
Moody's said that the (P)Ba2 local-currency bond rating incorporates
Comafi's improved financial fundamentals, as well as its modest market
share of domestic deposits. Moody's assessment of a moderate probability
of systemic support is reflected by its Ba2 global local-currency deposit
rating.
Comafi's long-term global local-currency deposit rating is Ba2. This is
based on the bank's Ba3 Baseline Credit Assessment and Moody's view of a
moderate probability of support from the system for its local currency
deposit obligations.
The notes are denominated and payable in U.S. dollars. However, in the
event of legal or regulatory restrictions, or any other reason beyond
Banco Comafi's control, payment on the notes can be made in Argentine
pesos. Such option entails a local-currency debt rating on the notes.
Banco Comafi is headquartered in Buenos Aires, Argentina, and it had
assets of Ar$ 2.2 billion (US$ 0.7 billion) and deposits for Ar$ 1.4
billion (US$ 0.5 billion) as of March 2007.
These ratings were assigned to Banco Comafi S.A.:
* US$200 million Global Medium-Term Note Program:
-- Long-term foreign-currency debt rating: B2, positive
outlook;
-- National Scale Rating foreign-currency debt rating:
Aa3.ar;
-- US$100 million senior notes;
-- Provisional global local-currency debt rating: (P) Ba2,
stable outlook;
-- Provisional National Scale Rating for local currency
debt: (P)Aa2.ar.
BANKBOSTON NA: Moody's Withdraws All Ratings
--------------------------------------------
Moody's Investors Service has withdrawn all of its ratings for BankBoston
N.A. (Argentina) for business reasons.
Bank of America N.A sold the majority of the assets and liabilities of its
Argentinean subsidiary, BankBoston Argentina N.A., to Standard Bank
Argentina S.A. on April 1, 2007. BankBoston Argentina N.A. held Ar$ 8.3
billion in assets and Ar$ 5.5 billion in deposits as of Dec. 31, 2006.
These ratings were withdrawn:
-- Long-term foreign currency deposit rating: Caa1, Positive
Outlook;
-- Short -term foreign currency deposit rating: Not Prime,
Stable Outlook;
-- National Scale local-currency deposit rating: Aaa.ar.
C&R MERCOSUR: Trustee to File Individual Reports on Sept. 3
-----------------------------------------------------------
Ini Jose Salem, the court-appointed trustee for C&R Mercosur S.A.'s
bankruptcy proceeding, will present creditors' validated claims as
individual reports in the National Commercial Court of First Instance in
Buenos Aires on Sept. 3, 2007.
The court will determine if the verified claims are admissible,
taking into account the trustee's opinion and the objections and
challenges raised by C&R Mercosur and its creditors.
Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.
Ms. Salem verifies creditors' proofs of claim until
July 6, 2007.
Ms. Salem will also submit to court a general report containing
an audit of C&R Mercosur's accounting and banking records on
Oct. 15, 2007.
The debtor can be reached at:
C&R Mercosur S.A.
Avenida Corrientes 1186
Buenos Aires, Argentina
The trustee can be reached at:
Ini Jose Salem
Gral. Peron 1730
Buenos Aires, Argentina
CONSULTORA KR: Proofs of Claim Verification Ends on June 25
-----------------------------------------------------------
Cecilia Beatriz Montelvetti, the court-appointed trustee for
Consultora KR y Asociados S.A.'s bankruptcy proceeding, verifies
creditors' proofs of claim until June 25, 2007.
Ms. Montelvetti will present the validated claims in court as individual
reports on Aug. 20, 2007. The National Commercial Court of First Instance
in Buenos Aires will determine if the verified claims are admissible,
taking into account the trustee's opinion, and the objections and
challenges that will be raised by Consultora KR and its creditors.
Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.
A general report that contains an audit of Consultora KR's accounting and
banking records will be submitted in court on Oct. 1, 2007.
Ms. Montelvetti is also in charge of administering Consultora KR's assets
under court supervision and will take part in their
disposal to the extent established by law.
The trustee can be reached at:
Cecilia Beatriz Montelvetti
Gral. Urquiza 2134
Buenos Aires, Argentina
DMRT SA: Trustee Verifies Proofs of Claim Until June 27
-------------------------------------------------------
Adriana del Carmen Gallo, the court-appointed trustee for Dmrt S.A.'s
reorganization proceeding, verifies creditors' proofs of claim until June
27, 2007.
The National Commercial Court of First Instance in Buenos Aires approved a
petition for reorganization filed by Dmrt, according to a report from
Argentine daily Infobae.
Ms. Gallo will present the validated claims in court as individual reports
on Aug. 15, 2007. The court will determine if the verified claims are
admissible, taking into account the trustee's opinion, and the objections
and challenges that will be raised by Dmrt and its creditors.
Inadmissible claims may be subject for appeal in a separate proceeding
known as an appeal for reversal.
A general report that contains an audit of Dmrt's accounting and banking
records will be submitted in court on Sept. 26, 2007.
The informative assembly will be held on Feb. 20, 2008. Creditors will
vote to ratify the completed settlement plan
during the assembly.
The debtor can be reached at:
Dmrt S.A.
Reconquista 672
Buenos Aires, Argentina
The trustee can be reached at:
Adriana del Carmen Gallo
Roque Saenz Pena 651
Buenos Aires, Argentina
GOLAGO SA: Proofs of Claim Verification Deadline Is Aug. 13
-----------------------------------------------------------
Sara Maria Rey de Lavolpe, the court-appointed trustee for Golago S.A.'s
reorganization proceeding, verifies creditors' proofs of claim until Aug.
13, 2007.
The National Commercial Court of First Instance in Buenos Aires approved a
petition for reorganization filed by Golago, according to a report from
Argentine daily Infobae.
Ms. Rey de Lavolpe will present the validated claims in court as
individual reports on Sept. 25, 2007. The court will determine if the
verified claims are admissible, taking into account the trustee's opinion,
and the objections and challenges that will be raised by Golago and its
creditors.
Inadmissible claims may be subject for appeal in a separate proceeding
known as an appeal for reversal.
A general report that contains an audit of Golago's accounting and banking
records will be submitted in court on Nov. 6, 2007.
The informative assembly will be held on Feb. 18, 2008. Creditors will
vote to ratify the completed settlement plan
during the assembly.
The trustee can be reached at:
Sara Maria Rey de Lavolpe
Cerrito 1136
Buenos Aires, Argentina
GRINLAB ARGENTINA: Seeks Court Nod on Reorganization
----------------------------------------------------
Grinlab Argentina S.A. has requested for reorganization approval in the
National Commercial Court of First Instance in Buenos Aires after failing
to pay its liabilities.
The reorganization petition, once approved by the court, will
allow the company to negotiate a settlement with its creditors
in order to avoid a straight liquidation.
The debtor can be reached at:
Grinlab Argentina S.A.
Lavalle 1672
Buenos Aires, Argentina
GUIMORE SRL: Proofs of Claim Verification Deadline Is July 12
-------------------------------------------------------------
Carlos E. Moreno, the court-appointed trustee for Guimore S.R.L.'s
bankruptcy proceeding, verifies creditors' proofs of
claim until July 12, 2007.
Mr. Moreno will present the validated claims in court as
individual reports on Sept. 7, 2007. The National Commercial Court of
First Instance in Buenos Aires will determine if the verified claims are
admissible, taking into account the trustee's opinion, and the objections
and challenges that will be raised by Guimore and its creditors.
Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.
A general report that contains an audit of Guimore's accounting
and banking records will be submitted in court on Oct. 18, 2007.
Mr. Moreno is also in charge of administering Guimore's assets under court
supervision and will take part in their disposal to the extent established
by law.
The trustee can be reached at:
Carlos E. Moreno
Tucuman 941
Buenos Aires, Argentina
INTER REDES: Trustee to File Individual Reports on Oct. 1
---------------------------------------------------------
Adriana Beatriz Benzer, the court-appointed trustee for Inter Redes S.A.'s
reorganization proceeding, will present the validated claims in National
Commercial Court of First Instance in Buenos Aires as individual reports
on Oct. 1, 2007.
Ms. Benzer verifies creditors' proofs of claim until
Aug. 20, 2007.
The court will determine if the verified claims are admissible, taking
into account the trustee's opinion and the objections and challenges
raised by Inter Redes and its creditors.
Inadmissible claims may be subject for appeal in a separate proceeding
known as an appeal for reversal.
A general report that contains an audit of Inter Redes' accounting and
banking records will follow on Nov. 12, 2007.
On May 14, 2008, Inter Redes' creditors will vote on a settlement plan
that the company will lay on the table.
The trustee can be reached at:
Adriana Beatriz Benzer
Suipacha 576
Buenos Aires, Argentina
MOLINO ARROCERO: Trustee To File General Report on Oct. 8
---------------------------------------------------------
Gabriela Maria Ines Grimi, the court-appointed trustee for Molino Arrocero
Milenium S.A.'s bankruptcy proceeding, will file a general report
containing an audit of the company's accounting and banking records before
the National Commercial Court of First Instance in Rosario, Santa Fe, on
Oct. 8, 2007.
Ms. Grimi verified creditors' proofs of claim until
May 21, 2007. She then presented the validated claims in court as
individual reports on June 2, 2007.
Ms. Grimi is also in charge of administering Monte Grappa's assets under
court supervision and will take part in their disposal to the extent
established by law.
The debtor can be reached at:
Molino Arrocero Milenium S.A.
Belgrano 365, Coronel Arnold
Santa Fe, Argentina
The trustee can be reached at:
Gabriela Maria Ines Grimi
San Nicolas 927, Rosario
Santa Fe, Argentina
PERSONAL DE YPF: Proofs of Claim Verification Is Until July 11
--------------------------------------------------------------
Hector Jorge Vegetti, the court-appointed trustee for Cooperativa para el
Personal de YPF General Mosconi de Vivienda, Urbanismo, Consumo, Credito,
Turismo y Servicios Sociales Limitada (V.U.C.C.T.S.S.)'s bankruptcy
proceeding, verifies creditors' proofs of claim until July 11, 2007.
Mr. Vegetti will present the validated claims in court as individual
reports on Sept. 17, 2007. The National Commercial Court of First
Instance in Buenos Aires will determine if the verified claims are
admissible, taking into account the trustee's opinion, and the objections
and challenges that will be raised by Personal de YPF and its creditors.
Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.
A general report that contains an audit of Personal de YPF's accounting
and banking records will be submitted in court on Oct. 19, 2007.
Mr. Vegetti is also in charge of administering Personal de YPF's
assets under court supervision and will take part in their
disposal to the extent established by law.
The debtor can be reached at:
Cooperativa para el Personal de YPF General Mosconi
de Vivienda, Urbanismo, Consumo, Credito, Turismo y
Servicios Sociales Limitada
Avenida Pedro Medrano 46
Buenos Aires, Argentina
The trustee can be reached at:
Hector Jorge Vegetti
Montevideo 711
Buenos Aires, Argentina
SITELCO SA: Trustee To File Individual Reports on Aug. 22
---------------------------------------------------------
Juan Carlos Flores, the court-appointed trustee for Sitelco S.A.'s
bankruptcy proceeding, will present creditors' validated claims as
individual reports in the National Commercial Court of First Instance in
Buenos Aires on Aug. 22, 2007.
The court will determine if the verified claims are admissible,
taking into account the trustee's opinion and the objections and
challenges raised by Sitelco and its creditors.
Inadmissible claims may be subject for appeal in a separate
proceeding known as an appeal for reversal.
Mr. Flores verifies creditors' proofs of claim until
June 25, 2007.
Mr. Flores will also submit to court a general report containing
an audit of Sitelco's accounting and banking records on
Oct. 3, 2007.
The trustee can be reached at:
Juan Carlos Flores
Avenida Corrientes 1847
Buenos Aires, Argentina
YPF SA: Ibersecurities Maintains Buy Rating on Repsol's Shares
--------------------------------------------------------------
Ibersecurities analysts have kept their "buy" rating on YPF SA parent firm
Repsol's shares, Newratings.com reports.
Newratings.com relates that the target price for Repsol's shares was set
at EUR29.10.
The analysts said in a research note that Repsol will sell up to 25% of
YPF to an Argentine investor.
The analysts told Newratings.com that the stake sale would decrease
Repsol’s exposure to Argentina and boost its relationship with the
Argentine government.
The planned sale would also bring in resources for future investments,
Newratings.com states, citing Ibersecurities.
About Repsol
Repsol YPF, S.A. is an integrated oil and gas company engaged in
all aspects of the petroleum business, including exploration,
development and production of crude oil and natural gas,
transportation of petroleum products, liquefied petroleum gas
and natural gas, petroleum refining, petrochemical production
and marketing of petroleum products, petroleum derivatives,
petrochemicals and natural gas. The company operates in four
segments: Exploration and Production, Refining and Marketing,
Chemicals, and Gas and Electricity.
About YPF SA
Headquartered in Buenos Aires, Argentina, YPF S.A. (YPF) is an
integrated oil and gas company engaged in the exploration,
development and production of oil and gas, natural gas and
electricity-generation activities (upstream), the refining,
marketing, transportation and distribution of oil and a range of
petroleum products, petroleum derivatives, petrochemicals and
liquid petroleum gas (LPG) (downstream). The company is a
subsidiary of Repsol YPF, S.A., a Spanish company engaged in oil
exploration and refining, which holds 99.04% of its shares. Its
international operations are conducted through its subsidiaries,
YPF International S.A. and YPF Holdings Inc.
* * *
Fitch Ratings assigned BB+ long-term issuer default rating on
YPF SA. Fitch said the outlook is stable.
Moody's Investors Service assigned these ratings on YPF SA:
-- B2 long-term foreign currency corporate family
rating; and
-- Ba2 foreign currency senior unsecured rating;
Moody's said the outlook is negative.
* ARGENTINA: Inks LNG & Nuclear Energy Accords with Uruguay
-----------------------------------------------------------
Uruguayan energy minister Jorge Lepra and Argentine
federal planning minister Julio de Vido have signed
agreements on LNG and nuclear energy, Business News
Americas reports, citing a report on Uruguay's
presidential website.
The agreements involve studying an LNG regasification
plant in Montevideo that could provide gas to all of
Uruguay and greater Buenos Aires through a gas
pipeline, the same report says. Bnamericas relates
that Argentina would receive 5 million to 7 million
cubic meters per day gas and the plant would ensure
supply for Uruguay's gas consumption in the medium
term.
Another part of the accords is for Argentina's
national atomic energy commission to support Uruguay's
innovation, science and technology agency in the study
of nuclear energy, BNamericas says.
* * *
Fitch Ratings assigned these ratings on Argentina:
Rating Rating Date
------ -----------
Country Ceiling B+ Aug. 1, 2006
Local Currency
Long Term Issuer B Aug. 1, 2006
Short Term IDR B Dec. 14, 2005
Long Term IDR RD Dec. 14, 2005
===============
B A R B A D O S
===============
HILTON HOTELS: Forms 3 Major Alliances for Global Expansion
-----------------------------------------------------------
Hilton Hotels Corporation will form three major development alliances with
the intention to introduce more than 15 new hotels in the Caribbean and
Central America, 25 hotels in Russia and at least 15 hotels in the U.K.
throughout the next 5 years.
HHC has agreed to work with Caribbean Property Group for development
within Central America & the Caribbean; London & Regional Properties
Limited in Russia; and Shiva Hotels Limited in the U.K. and Ireland. The
three development alliances follow the partnership deals recently
announced in India and China, which are expected to result in 100 new
hotels in those markets throughout the next 5 to 7 years.
"These important alliances will reinforce our position as the premier
global hotel company and underscore our strategy to sign large deals with
major investors to develop a significant number of hotels in key growth
markets around the world," said Matthew J. Hart, Hilton Hotels' president
and chief operating officer. "We are well on our way to achieving our
stated goal of at least 1,000 hotels outside of North America over the
next 10 years."
Caribbean & Central America
Through a strategic alliance agreement with Caribbean Property Group, a
New York-based, major property investment group, HHC will work actively
with CPG to develop focused-service, franchised hotels within certain
defined markets in Central America and the Caribbean. Initially, targeted
markets include major cities and destinations in Puerto Rico, Costa Rica,
Panama, the Dominican Republic and Trinidad. CPG will receive certain
preferred development rights in return for meeting certain goals and
timetables.
"This agreement ideally supports our international development strategy to
bolster the Hilton Family of Hotels presence in growing markets where our
brands are either underrepresented or absent," said Tom Keltner, Hilton
Hotels' Chief Executive Officer for Americas & Global Brands. "CPG is a
well respected developer with invaluable insight in these markets, and we
are confident that they will help us achieve these goals."
The company initially will focus on the Hilton Garden Inn brand, with
plans to develop additional projects under the Hampton by Hilton and
Homewood Suites by Hilton flags, eventually.
HHC began its business relationship with CPG with the recent signing of
management agreements for two existing full-service hotels in Costa Rica
owned by a joint venture in which CPG holds an 85 percent ownership
interest. Currently undergoing major renovations, the hotels will be
re-branded and re-opened in the 2008 first quarter as the Hilton Papagayo
and the Doubletree by Hilton Puntarenas, in Guanacaste and Puntarenas,
Costa Rica, respectively.
"The region is ripe for focused service hotel development," said Caribbean
Properties Group Vice Chairman Barry Breeman. "The economies have
strengthened in the region over the past five years. Today, there is a
good base of first-class, full-service hotels and resorts, but a very
limited number of mid-market, focused service hotels, especially in the
premium branded sector. In addition to these markets and this segment
being significantly underserved, we believe developing under the
established Hilton Family of Hotels will give instant credibility to the
projects. And as these projects succeed, we believe they will act as
catalysts to help further strengthen local economies and development of
other real estate classes."
Russia
In Russia, which is a priority international development market for the
company, HHC will enter into a 'Preferred Development Alliance' with
London & Regional Properties Limited. This agreement is expected to
result in the development of at least 25 new hotels in an initial period
of 5 years, encompassing selected brands within the Hilton Family of
Hotels, including Conrad, Hilton, Doubletree by Hilton, Hilton Garden Inn
and Hampton by Hilton hotels, all of which HHC will manage.
"Russia is an outstanding market in which to pursue hotel development
given the powerful combination of improving economics and favourable
demographics," said Ian Carter, chief executive of Hilton's International
Operations. "There is almost a total absence of internationally branded
properties throughout the regional cities of Russia. In London &
Regional, we have a blue-chip owner; Hilton has enjoyed a long-standing
trading relationship with this company that is comprised of highly
experienced developers with a strong appetite for growth. With their
support, we aim to become the market leading international hotel company
in Russia."
"The Hilton name is a powerfully strong brand and Russia offers tremendous
potential as there are 11 major cities with a population of more than 1
million people," said Ian Livingston of London & Regional. "With the
multi-brand approach that Hilton Hotels Corporation now has, the company
is able to offer solutions in all travel sectors."
The development focus in Russia will be in Moscow and St. Petersburg as
well as key regional cities. The first hotel expected to be included in
the deal will be in the center of Novosibirsk where L&R currently is
developing a mixed-use hotel and office project that features a 186-room
Doubletree by Hilton. This hotel is expected to open in the second
quarter of 2008.
In addition, and separate from this deal, HHC's first Hilton hotel in
Russia will be the 275-room Hilton Moscow Leningradskaya, which opens
later this year.
U.K. & Ireland
In the U.K. and Ireland, the company will enter into a preferred
development alliance with Shiva Hotels Limited, representing its first
U.K. hotel franchise deal with a major property partner. The agreement is
expected to result in the addition of at least 15 new hotels and will
focus on the following Hilton Family of Hotels: Hilton, Doubletree by
Hilton, Hilton Garden Inn and Hampton by Hilton.
Shiva, a privately owned company, is looking to expand its existing
interests in the hotel sector and has four hotel sites under development
that are expected to be included in this agreement. Two of the new sites
will be Hampton by Hilton hotels, representing the brand's first
introduction in the U.K.
Shiva hotels Managing Director Rishi Sachdev said, "I am excited by the
opportunity to develop and grow the business in partnership with Hilton,
which has a strong, international presence and an excellent reputation. I
believe that combining the Hilton family of brands with our development
experience and operational expertise is a winning formula."
The four sites under development are a 350-room Hilton near Heathrow
Terminal 5, a 200-room Hilton and a 120-room Hampton Inn by Hilton in
Leeds, and a 120-room Hampton by Hilton in Derby.
"The U.K. & Ireland is a very important market for Hilton, given the
strength of the economy and our already strong presence with 75
properties," said Mr. Carter. "The introduction of additional brands
within the Hilton Family of Hotels for the first time gives us the ability
to attract new owners and operate across a number of market segments from
luxury to mid-price, appealing to guests at different price points.
"These significant alliances are indicative of how we would like to grow
internationally. We aim to make a big impact in each of our core
development markets and achieve market leadership across major hotel
segments through ventures with large ownership groups."
About Hilton Hotels
Headquartered in Beverly Hills, California, Hilton Hotels Corp. --
http://www.hilton.com/-- together with its subsidiaries, engages in the
ownership, management, and development of hotels, resorts, and timeshare
properties, as well as in the franchising of lodging properties in the
United States and internationally, including Australia, Austria, Barbados,
Finland, India, Indonesia, Trinidad and Tobago, Philippines and Vietnam.
* * *
As reported in the TCR-Europe on May 1, 2007, Standard & Poor's Ratings
Services said its rating and outlook on Hilton Hotels Corp.
(BB+/Stable/--) would not be affected by the company's announcement that
it has entered into an agreement with Morgan Stanley Real Estate to sell
up to 10 hotels for approximately US$612 million in proceeds (net of
property level debt repayment, taxes, and transaction costs). Upon the
close of the transactions, Hilton Hotels plans to use the net proceeds to
repay debt.
Standard & Poor's rating upgrade for Hilton Hotels in March 2007
incorporated the expectation that the company would sell a meaningful
level of additional assets over the near term, which would likely lead to
additional debt reduction. Still, Standard & Poor's is encouraged by the
expected transaction multiple related to today's announcement. If the
lodging transaction market remains strong, enabling Hilton Hotels to
generate substantial proceeds from remaining asset sales, if these
proceeds are used for debt reduction, and if the lodging environment
remains strong, an outlook revision to positive could be considered as
2007 progresses. Any movement signaling the potential for a higher rating
will depend on Hilton Hotels's commitment to maintaining credit measures
aligned with higher ratings over the lodging cycle.
In February 2007, Moody's Investors Service upgraded Hilton Hotels
Corporation's corporate family rating to Ba1 from Ba2 reflecting a
reduction in leverage from a faster than expected pace of asset sales and
strong earnings during 2006. Adjusted debt to EBITDAR has improved to
around 5.0x from 6.0x in January 2006.
HILTON HOTELS: Declares US$.04 Per Share Dividend
-------------------------------------------------
Hilton Hotels Corporation declared a dividend of US$.04 per share, payable
in cash on June 15, 2007, to stockholders of record at the close of
business on June 1, 2007.
About Hilton Hotels
Headquartered in Beverly Hills, California, Hilton Hotels Corp. --
http://www.hilton.com/-- together with its subsidiaries, engages in the
ownership, management, and development of hotels, resorts, and timeshare
properties, as well as in the franchising of lodging properties in the
United States and internationally, including Australia, Austria, Barbados,
Finland, India, Indonesia, Trinidad and Tobago, Philippines and Vietnam.
* * *
As reported in the TCR-Europe on May 1, 2007, Standard & Poor's Ratings
Services said its rating and outlook on Hilton Hotels Corp.
(BB+/Stable/--) would not be affected by the company's announcement that
it has entered into an agreement with Morgan Stanley Real Estate to sell
up to 10 hotels for approximately US$612 million in proceeds (net of
property level debt repayment, taxes, and transaction costs). Upon the
close of the transactions, Hilton Hotels plans to use the net proceeds to
repay debt.
Standard & Poor's rating upgrade for Hilton Hotels in March 2007
incorporated the expectation that the company would sell a meaningful
level of additional assets over the near term, which would likely lead to
additional debt reduction. Still, Standard & Poor's is encouraged by the
expected transaction multiple related to today's announcement. If the
lodging transaction market remains strong, enabling Hilton Hotels to
generate substantial proceeds from remaining asset sales, if these
proceeds are used for debt reduction, and if the lodging environment
remains strong, an outlook revision to positive could be considered as
2007 progresses. Any movement signaling the potential for a higher rating
will depend on Hilton Hotels's commitment to maintaining credit measures
aligned with higher ratings over the lodging cycle.
In February 2007, Moody's Investors Service upgraded Hilton Hotels
Corporation's corporate family rating to Ba1 from Ba2 reflecting a
reduction in leverage from a faster than expected pace of asset sales and
strong earnings during 2006. Adjusted debt to EBITDAR has improved to
around 5.0x from 6.0x in January 2006.
SECUNDA INT'L: Moody's Places Low-B Ratings Under Review
--------------------------------------------------------
Moody's placed Secunda's B2 corporate family rating, B2 senior secured
rating (LGD 3; 48%), B2 probability of default rating, and B3 Long Term
Issuer Rating under review direction uncertain following the announcement
that J. Ray McDermott would be acquiring substantially all of the assets
of Secunda including 14 harsh-weather, multi-functional vessels for
approximately $260 million. In addition, most of the employees and senior
management team of Secunda will be joining J. Ray McDermott.
As a result of the divestiture of substantially all assets, Secunda will
redeem the existing $125 million of senior secured notes. The review
reflects the need to allow for regulatory approvals to be given in order
for the transaction to close and the notes to be redeemed. The
transaction is expected to close early in the third quarter.
Upon closing of the transaction and redemption of the notes, Secunda's
ratings will be withdrawn. However, in the event that the divestiture and
subsequent debt redemption does not take place, Moody's could re-evaluate
Secunda's ratings and outlook for possible negative action to reflect the
high unsustainable leverage despite very solid sector fundamentals.
Headquartered in Nova Scotia, Canada, Secunda International Ltd.
-- http://www.secunda.com/-- is a wholly owned Canadian vessel
owner/operator with locations in the U.K. and Barbados. Secunda
is the leading supplier of marine support services to oil and
gas companies in one of the world's harshest marine environments
-- off the East Coast of Canada.
=============
B E R M U D A
=============
BELL ATLANTIC: Final General Meeting Is Set for July 10
-------------------------------------------------------
Starvest Global Technology Fund Ltd.'s final general meeting will be at
9:00 a.m. on July 10, 2007, or as soon as possible, at the liquidator's
place of business.
Starvest Global's shareholders will determine during the meeting, through
a resolution, the manner in which the books, accounts and documents of the
company and of the liquidator will be disposed.
The liquidator can be reached at:
Jennifer Y. Fraser
Canon's Court, 22 Victoria Street
Hamilton, Bermuda
BELL ATLANTIC: Proofs of Claim Filing Is Until June 22
------------------------------------------------------
Bell Atlantic (Bermuda) Holdings Ltd.'s creditors are given until June 22,
2007, to prove their claims to Jennifer Y. Fraser, the company's
liquidator, or be excluded from receiving any distribution or payment.
In their proofs of claim, creditors must indicate their full names,
addresses, the full particulars of their debts or claims, and the names
and addresses of their lawyers, if any.
Bell Atlantic’s shareholders agreed on June 1, 2006, to place the company
into voluntary liquidation under Bermuda's Companies Act 1981.
The liquidator can be reached at:
Jennifer Y. Fraser
Canon's Court, 22 Victoria Street
Hamilton, Bermuda
SCOTTISH RE: Fitch Lifts Issuer Default Rating to BB- from B+
-------------------------------------------------------------
Fitch Ratings has upgraded Scottish Re Group Ltd.'s (NYSE: SCT) Issuer
Default Rating to 'BB-' from 'B+' and the Insurer Financial Strength
ratings of its primary operating subsidiaries to 'BBB-' from 'BB+'. The
ratings have been removed from Rating Watch Positive; the Rating Outlook
is Stable.
The upgrade and removal from Rating Watch (where it was placed on May 8,
2007) reflect the very strong capital position and much improved liquidity
following the completion of the US$560 million (net of expenses)
investment transaction with MassMutual Capital Partners LLC, and Cerberus
Capital Management, L.P. Fitch estimates SCT's pro forma combined
risk-based capital was 376% with securitizations and 345% excluding
securitizations at March 31, 2007, which exceeds Fitch's rating
expectations. The company's liquidity position is much improved.
Approximately US$275 million of the proceeds of the investment were used
to repay the Stingray Pass-Through Trust thus freeing up this US$325
million facility for standby liquidity. SCT expects to finalize a
financing facility of US$555 million that
will cover its Regulation XXX collateral financing needs for new business
written in 2005 and 2006. Excess funds from the financing are expected to
provide adequate liquidity over the 2007-2009 planning period.
As first-quarter earnings performance and 2007 guidance reflect, SCT
continues to face uncertainties with regard to its business and operating
profile, following the liquidity crisis that led to the MMC/Cerberus
investment. Further, the company is actively recruiting to fill a number
a senior management positions vacated since the close of the transaction.
Both prior to and as a result of the transaction, SCT has instituted
actions related to strengthening of processes for in-force management and
financial planning, governance and risk management, operation
efficiency and management oversight. Still, the impact of these actions
can only be substantiated over time through successful execution under its
financial and operating plans.
The Stable Outlook reflects the implementation of solid balance sheet and
liquidity initiatives countered by the expectations of continued after-tax
operating losses over the next 12-18 months. In order to move to a
positive Outlook and higher ratings, SCT will need to demonstrate its
effectiveness in restoring its operating profile and business franchise.
Fitch believes that the effect of positive ratings momentum could be
greater on the holding company, where notching was widened during the 2006
crisis, and will depend on positive earnings and restoring GAAP EBIT
coverage levels.
Fitch has upgraded and removed these ratings from Rating Watch Positive:
Scottish Re Group Ltd.
-- Issuer Default Rating to 'BB-' from 'B+';
-- 7.25% non-cumulative perpetual preferred stock to
'B/RR6' from 'B-/RR6'.
Scottish Annuity & Life Insurance Company (Cayman) Limited
-- IFS rating to 'BBB-' from 'BB+'.
Scottish Re (U.S.) Inc.
-- IFS rating to 'BBB-' from 'BB+'.
Scottish Re Limited
-- IFS rating to 'BBB-' from 'BB+'.
Stingray Pass Through Trust
-- US$325 million 5.902% collateral facility securities
due Jan. 12, 2015 to 'BBB-' from 'BB+'.
Fitch's Recovery Ratings are a relative indicator of creditor recovery
prospects on a given obligation within an issuers' capital structure in
the event of a default.
Scottish Re Group Ltd. -- http://www.scottishre.com/-- is a
global life reinsurance specialist. Scottish Re has operating
businesses in Bermuda, Grand Cayman, Guernsey, Ireland, the
United Kingdom, United States, and Singapore. Its flagship
operating subsidiaries include Scottish Annuity & Life Insurance
Company (Cayman) Ltd. and Scottish Re (US), Inc. Scottish Re
Capital Markets, Inc., a member of Scottish Re Group Ltd., is a
registered broker dealer that specializes in securitization of
life insurance assets and liabilities.
=============
B O L I V I A
=============
INTERNATIONAL PAPER: Gets FAS Approval to Acquire Ilim Interest
---------------------------------------------------------------
International Paper Co. and Ilim Pulp have received Russian Federal
Antimonopoly Service approval, permitting International Paper to acquire
an ownership interest in Ilim Holding SA.
The approval is an important step in the process of working toward an
agreement to develop a 50:50 joint venture. Negotiations and due
diligence are still ongoing and should conclude in the second half of the
year.
Based in Stamford, Connecticut, International Paper Co.
(NYSE: IP) -- http://www.internationalpaper.com/-- is in the
forest products industry for more than 100 years. The company
is currently transforming its operations to focus on its global
uncoated papers and packaging businesses, which operate and
serve customers in the U.S., Europe, South America and Asia.
Its South American operations include, among others, facilities
in Argentina, Brazil, Bolivia, and Venezuela. These businesses
are complemented by an extensive North American merchant
distribution system. International Paper is committed to
environmental, economic and social sustainability, and has a
long-standing policy of using no wood from endangered forests.
* * *
International Paper Co. carries Moody's Investors Service's Ba1
senior subordinate rating and Ba2 Preferred Stock rating.
* BOLIVIA: State Firm to Launch Tender to Get Values of 4 Firms
---------------------------------------------------------------
Yacimientos Petroliferos Fiscales Bolivianos, Bolivia's state oil firm,
will launch a tender for the valuation of four companies that it plans to
have majority stakes in, government news agency ABI reported.
These firms are: distributor CLHB, transporter Transredes and oil
companies Chaco and Andina, Business News Americas says.
The valuation work will take about three months, BNamericas says.
* * *
Fitch Ratings assigned these ratings on Bolivia:
Rating Rating Date
Country Ceiling B- Jun. 17, 2004
Long Term IDR B- Dec. 14, 2005
Local Currency
Long Term Issuer
===========
B R A Z I L
===========
ACTUANT CORP: S&P Rates Proposed US$250 Million Notes at BB-
------------------------------------------------------------Standard &
Poor's Ratings Services assigned its 'BB-' rating to Actuant Corp.'s
proposed US$250 million senior unsecured notes due 2017. The proceeds
from the notes will be principally used to repay a portion of borrowings
under the company's senior credit facility due 2009.
In addition, Standard & Poor's affirmed its 'BB' corporate credit rating
on the Butler, Wisconsin-based company. The outlook is stable.
The proposed notes are rated one notch below the corporate credit rating
due to the estimated level of priority obligations in the company's
capital structure. The notes are guaranteed by Actuant's domestic
subsidiaries, but unlike the senior credit facilities, do not have a
pledge over portion of the stock of the company's material foreign
subsidiaries.
The ratings on Actuant reflect the company's aggressive financial risk
profile, characterized by a somewhat high leverage and an acquisitive
growth strategy. Actuant is a diversified manufacturer of branded
standard and customized products for various niche automotive, industrial,
and retail end markets. Products range from high-force hydraulic
industrial tools, bolt tensioners, and specialized electrical tools to
automotive convertible top and recreational vehicle leveling systems.
Headquartered in Glendale, Wisconsin, Actuant Corp. (NYSE:ATU) --
http://www.actuant.com/-- is a diversified industrial company with
operations in more than 30 countries, including Australia, Brazil, China,
Hong Kong, Italy, Japan, Taiwan and South Korea. The Actuant businesses
are market leaders in highly engineered position and motion control
systems and branded hydraulic and electrical tools and supplies. Since
its creation through a spin-off in 2000, Actuant has grown its sales from
US$482 million to over US$1 billion and its market capitalization from
US$113 million to over US$1.5 billion. The company employs a workforce of
approximately 6,000 worldwide. Actuant Corporation trades on the NYSE
under the symbol ATU.
ALLEN SYSTEMS: S&P Rates Proposed US$340 Million Loans at B
-----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate credit
rating to Naples, Florida-based Allen Systems Group Inc. The outlook is
stable.
At the same time, Standard & Poor's assigned its 'B' bank loan rating and
'3' recovery rating to the company's proposed
$75 million first lien revolving credit facility (due 2012) and US$265
million first lien term loan B (due 2014), reflecting S&P’s expectation of
meaningful (50%-80%) recovery of principal by lenders in the event of a
payment default or bankruptcy.
The first-lien senior secured bank loans are rated the same as the
corporate credit rating. These ratings are based on preliminary offering
statements and are subject to review upon final documentation.
"Proceeds from the proposed credit facilities will be used to finance the
acquisition of publicly held Mobius Management Systems Inc. for about
US$211 million, to refinance existing ASG debt, and to pay related fees
and expenses," explained Standard & Poor's credit analyst Molly Toll-Reid.
The ratings reflect ASG's currently modest EBITDA base, acquisitive growth
strategy, and leveraged financial profile. These factors are partly
offset by ASG's diversified customer base, a significant level of
recurring revenues, and expanded product set.
ASG and Mobius pro forma revenues for the 12 months ended
March 31, 2007, were about US$275 million, compared with ASG-only reported
fiscal 2005 revenues of US$169 million. Although ASG had fiscal 2006
EBITDA margins in the high-teens percentage, combined pro forma
margins—not including anticipated cost reductions—for the 12 months ended
March 31, 2007, are about 12% due to substantially lower historical
profitability at Mobius. Cost reductions are expected to result in
significant margin improvement over the near to intermediate term.
However, the potential impact of personnel reductions on ASG's ability to
sustain and grow new software license sales may not be fully apparent for
at least several quarters.
Following the proposed transaction, operating lease-adjusted total debt to
EBITDA (including expected profitability improvements to be achieved in
the second half of fiscal 2007) is expected to be in excess of 6x for
fiscal 2007. S&P’s expectation that leverage will trend below 6x in
fiscal 2008 incorporates the assumption the company will achieve and
sustain significant cost reductions and margin improvement, on moderate
revenue growth. A 75% excess cash flow sweep under the proposed credit
facility could result in some debt reduction over the intermediate term.
However, S&P believe the company's acquisitive growth strategy will limit
the achievement of a sustained reduction in debt leverage.
ASG has offices in India, Benelux, and Brazil.
BRASIL TELECOM: To Extend Comm. Technology Service by Year-End
--------------------------------------------------------------
Brasil Telecom said in a statement that it will offer ADSL (Asymmetric
Digital Subscriber Line) 2+ in southern, central-eastern and northern
states by year-end.
Brasil Telecom's Marketing Director Ricardo Couto told Business News
Americas that the company is using ADSL 2+ in around half of its
concession areas, which will be used in providing high-speed broadband
Internet access of up to eight megabytes.
According to BNamericas, the concession areas are:
-- Rio Grande do Sul,
-- Santa Catarina,
-- Parana,
-- Mato Grosso,
-- Goias,
-- Rodania,
-- Acre, and
-- Tocantins.
Brasil Telecom told BNamericas that ADSL 2+ lets it offer quadruple play
packages including:
-- broadband,
-- pay television,
-- fixed telephone services, and
-- mobile telephone services.
Headquartered in Brasilia, Brazil, Brasil Telecom Participacoes
SA -- http://www.brasiltelecom.com.br-- is a holding company
that conducts substantially all of its operations through its
wholly owned subsidiary, Brasil Telecom SA. The fixed-line
telecommunications services offered to the company's customers
include local services, including all calls that originate and
terminate within a single local area in the region, as well as
installation, monthly subscription, measured services, public
telephones and supplemental local services; intra-regional
long-distance services, which include intrastate and interstate
calls; interregional and international long-distance services;
network services, including interconnection and leasing; data
transmission services; wireless services, and other services.
* * *
Brasil Telecom Participacoes' local currency long-term debt
carries Fitch's BB+ rating.
Moody's Investors Service placed a Ba1 local currency long-term
issuer rating on Brasil Telecom.
BUCYRUS INT’L: S&P Revises Recovery Ratings on Credit Facilities
----------------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
Bucyrus's credit facilities. The bank loan rating remains 'BB-', however
the recovery rating was revised to '3' from '4', indicating S&P’s
expectation that these lenders would receive meaningful recovery (50%-80%)
in a payment default.
The paydown of more than US$300 million in the term loan -- to
$500 million from US$825 million from proceeds of a recent equity offering
-- was the primary reason for the rating change.
The corporate credit rating on Bucyrus is BB-/Positive/--
The rating reflects the company's position in the cyclical niche market
for surface mining equipment, and with the DBT acquisition, in underground
mining equipment manufacturing. The cyclical upturn in volatile commodity
markets has contributed to improved financial measures that support
Bucyrus' narrow focus. However, the acquisition increased the company's
debt leverage, exposure to the cyclical mining business, and its
dependence on coal.
Ratings List
Bucyrus International Inc.
Corporate credit rating BB-/Positive/--
Senior secured BB-
Ratings Revised To From
-- ----
Recovery rating 3 4
Bucyrus International -- http://www.bucyrus.com/-- is a leading
manufacturer of electric mining shovels, walking draglines and
rotary blasthole drills and provides aftermarket replacement
parts and services for these machines. For the 12 months ended
Sept. 30, 2006, Bucyrus had sales of US$705 million. Bucyrus is
headquartered in South Milwaukee, Wisconsin. DBT has eight
facilities around the world and approximately 3,200 employees.
The company has operations in Brazil, Chile, China and Europe.
* * *
As reported in the Troubled Company Reporter on April 25, 2007,
Moody's Investors Service confirmed the corporate family rating
of Bucyrus International, Inc. at Ba3. Moody's also assigned
Ba3 ratings to Bucyrus: (i) US$400 million revolving credit
facility; (ii) EUR50 million revolving credit facility; and
(iii) US$825 million secured term loan. Bucyrus' rating outlook
is stable. The action concludes the ratings review initiated on
Dec. 18, 2006.
CA INC: Case Dismissal Prompts S&P to Revise Outlook to Stable
--------------------------------------------------------------
Standard & Poor's Rating Services affirmed its 'BB' corporate credit and
senior unsecured debt ratings on Islandia, New York-based CA Inc.
At the same time, S&P revised the outlook to stable from negative.
"The outlook revision reflects the dismissal by the U.S. Attorney's Office
for the Eastern District of New York of all pending charges against the
company, and CA's fulfillment of the terms of its deferred prosecution
agreement entered into in September 2004," said Standard & Poor's credit
analyst Philip Schrank. Additionally, CA has remediated all material
weaknesses identified in its 2006 10-K.
The ratings are supported by a stable revenue base, favorable business
prospects, and strong cash flow generation. The company's diversified,
high-margin software portfolio is viewed as defensible because of high
switching costs and entrenched customer relationships. Customer spending
priorities continue to favor security software, application server
software, and storage software-–three prominent segments of CA's product
portfolio. Mainframe products, although mature, should continue to
generate predictable profits and cash flow. Revenue growth should be
supported by significant investments in R&D and strategic acquisitions.
S&P expect acquisitions to continue, albeit at a more moderate pace.
However, S&P believe CA no longer possesses an investment-grade financial
policy, in light of its board of directors' previously announced
authorization of a US$2 billion share repurchase, to be partly
debt-financed. In September 2006, CA concluded a
$1 billion tender offer which was US$750 million debt financed. If the
remaining US$1 billion of share repurchases was to be entirely financed
with debt, pro forma total debt to EBITDA could rise to above the 4x
range, from about 3x currently. At the 'BB' rating level, S&P expect CA
will continue to generate strong free cash flow, and manage its debt
levels at about 4x or below over the intermediate term. Free cash flow in
fiscal 2007 was in the US$800 million range (compared with historical
levels above US$1 billion, a result of cash restructuring charges, and is
expected to recover to historical levels as improvements in the expense
structure are realized.
Headquartered in Islandia, New York, CA Inc. (NYSE:CA) --
http://www.ca.com/-- is an information technology management software
company that unifies and simplifies the management of enterprise-wide IT.
Founded in 1976, CA serves customers in more than 140 countries. The
company has operations in Brazil, Indonesia, Luxembourg, Philippines and
Thailand.
FLEXTRONICS INTERNATIONAL: Inks Agreement to Acquire Solectron
--------------------------------------------------------------
Flextronics International Ltd. and Solectron Corporation
have entered into a definitive agreement for Flextronics to
acquire Solectron, creating the diversified and global provider of
advanced design and vertically integrated electronics
manufacturing services.
The combined company will have the broadest worldwide EMS capabilities,
from design resources to end-to-end vertically integrated global supply
chain services, which will enhance its ability to design, build, and ship
a complete package product for its OEM customers. By combining
Solectron's resources and unique skill sets, Flextronics will be able to
provide more value and innovation to customers by leveraging the combined
global economies of scale in manufacturing, logistics, procurement,
design, engineering and ODM services.
The enhanced capabilities of the combined company will create more value
for its customers and increase their competitiveness by improving their
product development process and supply chain management, while also
delivering improved product quality with improved performance and faster
time-to-market.
Under the terms of the definitive agreement, unanimously approved by the
boards of directors of both companies, shareholders of Solectron will
receive total consideration currently valued at approximately US$3.6
billion, based on the closing price of Flextronics ordinary shares on June
1, 2007.
Each share of common stock of Solectron will be converted into the right
to receive, at the election of each of the individual holders of Solectron
shares, either, but not a combination of (i) 0.3450 shares of Flextronics
or (ii) a cash payment of US$3.89 per share, subject to the limitation
that not more than 70% in the aggregate and no less than 50% in the
aggregate of Solectron shares will be converted into shares of
Flextronics.
As a result, if holders of more than 70% of Solectron's outstanding shares
elect to receive Flextronics stock, the shares of those holders to be
converted into Flextronics stock will be proportionately reduced so that
not more than 70% of Solectron's outstanding shares in the aggregate are
converted into shares of Flextronics stock, with those holders' remaining
shares converted into cash. In this case, Solectron shareholders electing
cash consideration will receive cash consideration for all their shares.
Alternatively, if holders of more than 50% of Solectron's outstanding
shares elect to receive cash, the shares of those holders to be converted
into cash will be proportionately reduced so that not more than 50% of
Solectron's outstanding shares in the aggregate are converted into cash,
with those holders' remaining shares converted into shares of Flextronics.
In this case, Solectron shareholders electing stock consideration will
receive stock consideration for all their shares.
In no case, other than by virtue of fractional shares, will
shareholders who elect to receive the stock consideration receive less
than 70% of their total consideration in Flextronics stock. Alternatively,
in no case will shareholders who elect to receive cash consideration
receive less than 50% of their total consideration in cash.
Based upon Solectron's 909.2 million shares and share equivalents
outstanding on March 2, 2007, the range of cash to be paid and shares to
be issued by Flextronics is as :
Total Value
Maximum Cash Payments
(assuming 50% of consideration
paid in cash) US$1,768,419,886 US$1,768,419,886
Minimum Number Flextronics
Shares to be issued (assuming
50% of consideration to be
paid in stock) US$156,839,296 US$1,835,019,761
Total value as of June 1, 2007 US$3,603,439,647
Minimum Cash Payments (assuming
30% of consideration paid
in cash) US$1,061,051,932 US$1,061,051,932
Maximum Number Flextronics
shares to be issued (assuming
70% of consideration to be
paid in stock) US$219,575,014 US$2,569,027,665
Total value as of June 1, 2007 US$3,630,079,597
The cash consideration represents a premium of approximately 15% and the
stock consideration represents a premium of approximately 20% over
Solectron's closing price of US$3.37 on June 1, 2007.
While Flextronics will continue to evaluate alternative long-term
financing arrangements, Citigroup Global Markets Inc. has committed to
provide Flextronics with a US$2.5 billion seven-year senior unsecured term
loan to fund the cash requirements for this transaction, including the
refinancing of Solectron's debt, if required. After the acquisition,
Solectron will become a wholly owned subsidiary of Flextronics, and
Solectron shareholders will own approximately 20% to 26% of Flextronics's
outstanding shares.
As part of the agreement, Solectron has the right to nominate two
individuals approved by Flextronics to the board of directors of the
combined company. The transaction is subject to customary closing
conditions, including shareholder approvals of both companies, certain
regulatory approvals and other customary closing conditions. The
acquisition is expected to close by the end of calendar year 2007. Until
the acquisition is completed, both companies will continue to operate
their businesses independently.
"Solectron is an important strategic addition to Flextronics and this
combination transforms the landscape of the company’s industry,” Mike
McNamara, chief executive officer of Flextronics, said. By joining
forces, the company expects the increased scale will enable the company to
further extend its market segment reach and leverage an increased vertical
integration opportunity, realize significant cost savings, and better
serve the needs of the company’s combined customers, employees and
shareholders. Solectron's strength in the high-end computing and telecom
segments will be an invaluable addition to Flextronics's existing
capabilities and the combined company will be a market leader in most
product market segments. The company be a larger, more competitive
company and therefore better positioned to deliver supply chain solutions
that fulfill the company’s customers' increasingly complex requirements.
The breadth and depth of the combined company significantly leverages its
vertical integration capability while taking significant costs out of the
combined company's infrastructure. The combined company is clearly more
diversified and formidable than either on its own, and the company is
better positioned to increase shareholder value through greater cash flow
and
earnings. The company are thrilled to add Solectron's customers
and employees to the company’s organization, McNamara added."
"Flextronics's proven track record, complementary market positions, strong
balance sheet and stellar reputation as a global leader in electronics
manufacturing services make the com” Paul Tufano, executive vice president
and interim chief executive officer of solectron, said.
Specifically, the transaction will provide Solectron's customers with an
enhanced portfolio of design and vertically integrated capabilities,
greater scale, and expanded supply chain leverage along with the
advantages of an increased low cost global footprint." Tufano added,
"Combining these two companies allows the company to transcend what it has
accomplished individually
and significantly reshapes and reenergizes the company’s industry. The
company believes Flextronics has the large scale integration expertise and
systems infrastructure capable of successfully integrating and managing
the combined company to ensure all of the significant synergies are
realized. Flextronics is the best strategic partner for Solectron, and
the company is excited about the potential of this combined company going
forward and the value creation that it represents. Moreover, with the
significant stock component offered in the transaction, Solectron's
shareholders have a meaningful opportunity to participate in the
realization of that value."
"Over the last 18 months, the company has reorganized its management
structure to create the infrastructure required
to effectively and efficiently add scale to its operations. As a result,
the company is well prepared to achieve the expected synergies by
integrating the company’s new partner into the company," McNamara
concluded.
Financial Expectations
"While some synergies will be achieved in the first 12 months after
closing, it could take up to 18-24 months to fully integrate this
acquisition and realize the full synergy potential, which the company
estimates to be at least US$200 million after-tax,” Thomas J. Smach, chief
financial officer of Flextronics, stated. This should be at least 15%
accretive to Flextronics's earnings per share once all of the synergies
are realized. As the integration progresses and actual synergies are
realized, the company expects to raise its EPS expectations as the
accretion occurs over the 18-24 month integration period. Although
restructuring charges are expected to result from the integration of the
acquisition, Flextronics expects to generate cash flow synergies well in
excess of the cash portion of such restructuring charges."
"This combination is expected to create customer benefits, cost reductions
and synergies neither company could have achieved
on its own."
Citigroup Global Markets Inc. acted as exclusive financial advisor to
Flextronics in connection with the transaction and Curtis, Mallet-Prevost,
Colt & Mosle LLP acted as legal advisor to Flextronics. Goldman, Sachs &
Co. acted as exclusive financial advisor to Solectron in connection with
the transaction and Wilson Sonsini Goodrich & Rosati acted as legal
advisor to Solectron.
About Solectron
Based in Milpitas, California, Solectron Corporation (NYSE: SLR) --
http://www.solectron.com/-- is one of the world's providers of complete
product lifecycle services. The company offers collaborative design and
new product introduction, supply chain management, lean manufacturing and
aftermarket services such as product warranty repair and end-of-life
support to leading customers worldwide. Solectron works with the world's
providers of networking, telecommunications, computing, storage,
consumer, automotive, industrial, medical, self-service automation and
aerospace and defense products. The company's industry-leading Lean Six
Sigma methodology provides OEMs with quality, flexibility, innovation and
cost benefits that improve competitive advantage. Solectron operates in
more than 20 countries on five continents and had sales from continuing
operations of US$10.6 billion in fiscal 2006.
About Flextronics
Headquartered in Singapore, Flextronics International Ltd. --
http://www.flextronics.com/-- provides electronics
manufacturing services through a network of facilities in over
30 countries worldwide. The company delivers complete design,
engineering, and manufacturing services to aerospace, automotive,
computing, consumer digital, industrial, infrastructure, medical and
mobile original equipment manufacturers.
The company has operations in Austria, Brazil and Mexico.
FLEXTRONICS INT'L: Solectron Bid Cues S&P’s Negative Watch
----------------------------------------------------------
Standard & Poor's Ratings Services placed its 'BB+' corporate credit and
'BB-' subordinated debt ratings on Singapore-based Flextronics
International Ltd. on CreditWatch with negative implications following the
company's announcement that it intends to acquire Solectron Corp. for cash
and stock valued at about US$3.6 billion.
At the same time, S&P affirmed its 'BB-' corporate and senior unsecured
ratings on Milpitas, California-based Solectron Corp.
These ratings will be withdrawn following the transaction.
"The combination of Flextronics and Solectron enhances the business
profile of the company through reduced end market concentration, increased
scale and potential for cost reducing synergies," said Standard & Poor's
credit analyst Lucy Patricola. Flextronics' handset exposure, 31% prior
to the acquisition, will reduce to about 20%. Likewise, Solectron's
concentration in high end computing will fall to about 20% of the combined
total.
Still, Solectron's profit levels have been under severe pressure, with
EBITDA margin of about 3%, and have only recently demonstrated a modest
reversal.
The mix of cash and equity contribution will be determined at close, but
the equity portion is limited to a minimum of 50% and a maximum of 70%.
The cash portion of the agreement, in addition to the refinancing of
Solectron's existing US$650 million of debt, will require external funding
ranging from about US$1.75 billion to US$2.35 billion. Assuming operating
trends at Solectron do not deteriorate, S&P likely will affirm its 'BB+'
corporate rating on Flextronics at the high end of the proposed equity
contribution structure. If the equity proportion is at the low end, the
rating would likely be lowered one notch.
S&P will meet with management to review the business profile of the
combined operation, potential synergies and the company's proposed capital
structure to determine the impact on the rating.
Headquartered in Singapore, Flextronics International Ltd. --
http://www.flextronics.com/-- provides electronics
manufacturing services through a network of facilities in over
30 countries worldwide. The company delivers complete design,
engineering, and manufacturing services to aerospace, automotive,
computing, consumer digital, industrial, infrastructure, medical and
mobile original equipment manufacturers.
The company has operations in Austria, Brazil and Mexico.
GREIF INC: Board Declares Quarterly Cash Dividends
--------------------------------------------------
Greif Inc.'s Board of Directors declared quarterly cash dividends of
US$0.28 per share of Class A Common Stock and US$0.42 per share of Class B
Common Stock. On a two-for-one post-stock split basis, this compares with
first-quarter dividends of US$0.18 per share of Class A Common Stock and
US$0.27 per share of Class B Common Stock.
Greif Chairman, Chief Executive Officer and President Michael Gasser said,
"The increase in dividends is consistent with the company's targeted
dividend payout ratio of 30 to 35 percent over a complete business cycle."
The dividends are payable on July 1, 2007, to shareholders of record at
close of business on June 18, 2007.
Headquartered in Delaware, Ohio, Greif, Incorporated, (NYSE:
GEF, GEF.B) -- http://www.greif.com/--is a world leader in
industrial packaging products and services. The Company
provides extensive expertise in steel, plastic, fibre,
corrugated and multi-wall containers for a wide range of
industries. Greif also produces containerboard and manages
timber properties in the United States. For fiscal year 2006,
the company generated approximately US$2.6 billion in net sales
and US$326 million in EBITDA. The company has operations in
Australia, Argentina, Brazil, Belgium, China, Malaysia, among
others.
* * *
As reported in the Troubled Company Reporter-Latin America on
Jan. 26, 2007, Standard & Poor's Ratings Services assigned its
'BB-' ratings to Greif Inc.'s proposed US$300 million senior
unsecured notes due 2017. The proceeds from the notes will be
used to retire approximately US$248 million in existing senior
subordinated notes due 2012 and for general corporate purposes.
The new senior notes issue is contingent upon consummation of
the tender offer for the senior subordinated notes.
In addition, Standard & Poor's affirmed its 'BB+' corporate
credit rating on the Delaware, Ohio-based company. S&P said the
outlook is stable.
NOVELIS INC: Hindalco Acquisition Cues S&P to Remove Watch
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed all of its ratings on Novelis
Inc., including the 'BB-' long-term corporate credit rating, and removed
the ratings from CreditWatch with developing implications, where they were
placed Feb. 12, 2007.
The outlook is negative.
"The ratings were removed from CreditWatch after Standard & Poor's
reviewed the company's acquisition by Hindalco Industries Ltd. and
associated financing arrangements," said Standard & Poor's credit analyst
Donald Marleau. The risk of any default under its secured bank loans or
unsecured notes -- technical or otherwise -- is effectively eliminated by
the committed credit facilities in place to refinance any maturities due
as a result of change-of-control provisions. "The negative outlook stems
from the continued financial risk Novelis faces in the next year or two as
it aims to restore its cash flow by improving its risk management systems
and business practices related to commodity metals exposure,"
Mr. Marleau added.
The ratings on Novelis reflect its aggressive financial risk profile,
characterized by a heavy debt burden and low margins that have proven to
be less stable than expected when the company began stand-alone operations
in January 2005, after Alcan Inc. (BBB+/Watch Neg/A-2) spun off
substantially all of its aluminum rolling businesses. Nevertheless,
Standard & Poor's expects that Novelis' financial performance will improve
steadily in the next four to six quarters, as the company improves its
ability to manage the operating margin and liquidity risks associated with
can sheet price ceilings and higher aluminum prices.
The negative outlook reflects the pressure that will be put on Novelis'
credit quality for several more quarters because of unproven hedging
strategies implemented to shore up its cash flow and reduce debt. Should
the combination of hedging strategies and changes to its sales contracts
not effectively reduce its exposure to commodity metals prices in the next
12 to 18 months, such that the stability of its cash flow and the pace of
debt reduction do not improve, the ratings will be lowered. Nevertheless,
Novelis' profitability and cash flow are expected to recover through 2007
and 2008, as the company better matches its internal and external hedges
to its commodity metals exposure. Should this occur, the outlook will be
revised to stable. Continued debt reduction in the next several years
could put upward pressure on the ratings, as the company's capital
structure better corresponds to its satisfactory business risk. The risks
associated with the impending refinancing are muted by existing
commitments to fund the takeout of its entire debt, and it appears
unlikely that its unsecured notes will be tendered, considering that these
instruments continue to trade clearly above the change-of-control price of
101. Nevertheless, higher interest on new credit facilities or more
onerous financial covenants could have a small negative effect on the
company's credit profile.
Based in Atlanta, Georgia, Novelis, Inc., (NYSE: NVL) (TSX: NVL)
-- http://www.novelis.com/-- provides customers with a regional
supply of technologically sophisticated rolled aluminum products
throughout Asia, Europe, North America, and South America. The
company operates in 11 countries and has approximately 13,000
employees. Through its advanced production capabilities, the
company supplies aluminum sheet and foil to the automotive and
transportation, beverage and food packaging, construction and
industrial, and printing markets.
Novelis South America operates two rolling plants and primary
production facilities in Brazil in the Latin-American region.
Novelis also has operations in Germany, Switzerland and Korea.
PETROLEO BRASILEIRO: May Supply Ethanol to Japanese Plants
----------------------------------------------------------
Brazilian state-owned oil company Petroleo Brasileiro SA's downstream
director Paulo Roberto Costa told Business News Americas that the firm is
exploring the possibility of supplying ethanol to Japanese power plants.
Mr. Costa commented to BNamericas, "We are testing ethanol-fueled power
plants in partnership with Tokyo Electric Power as they are studying the
substitution of natural gas for the production of energy."
BNamericas relates that Petroleo Brasileiro will begin testing ethanol in
its 386-megawatt Barbosa Lima Sobrinho thermo power plant in Rio de
Janeiro in August 2007.
Mr. Costa explained to BNamericas, "We are adapting some of the plant's
turbines from natural gas to ethanol. If successful, we will be able to
have a substitute for natural gas if we ever have a supply problem in the
market."
Mr. Costa told BNamericas that nations like Japan and Spain must use more
ethanol to substitute oil products.
According to BNamericas, Japan and Spain depend on ethyl tertiary butyl
ether (ETBE) as a supplement to fuel oil.
"If you use ethanol instead of ETBE, you reduce the dependency on oil and
at the same time improve environmentally," Mr. Costa told BNamericas.
Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro SA
aka Petrobras -- http://www2.petrobras.com.br/ingles/index.asp
-- was founded in 1953. The company explores, produces,
refines, transports, markets, distributes oil and natural gas
and power to various wholesale customers and retail distributors
in Brazil. Petrobras has operations in China, India, Japan, and
Singapore.
Petroleo Brasileiro SA's long-term corporate family rating is
rated Ba3 by Moody's.
Fitch Ratings assigned these ratings on Petroleo Brasileiro's
senior unsecured notes:
Maturity Date Amount Rate Ratings
------------- ------ ---- -------
April 1, 2008 US$400,000,000 9% BB+
July 2, 2013 US$750,000,000 9.125% BB+
Sept. 15, 2014 US$650,000,000 7.75% BB+
Dec. 10, 2018 US$750,000,000 8.375% BB+
Fitch upgraded the foreign currency rating of Petrobras to BB+
from BB, with positive outlook, in conjunction with Fitch's
upgrade of the long-term foreign and local currency IDRs of the
Federative Republic of Brazil to BB, from BB- on June 29, 2006.
PETROLEO BRASILEIRO: Seeking Partners for Biodiesel Plants
----------------------------------------------------------Brazilian
state-run oil firm Petroleo Brasileiro SA's downstream director Paulo
Roberto Costa told Business News Americas that it is negotiating with
investors for partnerships in future biodiesel plants in Brazil.
Petroleo Brasileiro is holding discussions with Brazilian and foreign
investors, BNamericas notes, citing Mr. Costa, who refused to disclose any
potential investors due to confidentiality clauses.
BNamericas relates that Mr. Costa said in the Hart energy conferenc in Rio
de Janeiro, "We are available as partners in new biodiesel plants. If
there is any investor interested in being partners with Petrobras
[Petroleo Brasileiro], just look us up."
Petroleo Brasileiro is studying plans on owning majority stakes in the
projects to have greater control over the fuel. It will still disclose a
formal decision, BNamericas says, citing Mr. Costa. The firm is aiming
for 855,000 cubic meters per year of biodiesel production in 2011.
Petroleo Brasileiro is constructing three biodiesel plants that will have
total output capacity of 170,000 cubic meters yearly. The first plant
will start operating in January 2008, BNamericas states.
Headquartered in Rio de Janeiro, Brazil, Petroleo Brasileiro SA
aka Petrobras -- http://www2.petrobras.com.br/ingles/index.asp
-- was founded in 1953. The company explores, produces,
refines, transports, markets, distributes oil and natural gas
and power to various wholesale customers and retail distributors
in Brazil. Petrobras has operations in China, India, Japan, and
Singapore.
Petroleo Brasileiro SA's long-term corporate family rating is
rated Ba3 by Moody's.
Fitch Ratings assigned these ratings on Petroleo Brasileiro's
senior unsecured notes:
Maturity Date Amount Rate Ratings
------------- ------ ---- -------
April 1, 2008 US$400,000,000 9% BB+
July 2, 2013 US$750,000,000 9.125% BB+
Sept. 15, 2014 US$650,000,000 7.75% BB+
Dec. 10, 2018 US$750,000,000 8.375% BB+
Fitch upgraded the foreign currency rating of Petrobras to BB+
from BB, with positive outlook, in conjunction with Fitch's
upgrade of the long-term foreign and local currency IDRs of the
Federative Republic of Brazil to BB, from BB- on June 29, 2006.
SOLECTRON CORP: Flextronics to Acquire Firm for US$3.6 Billion
--------------------------------------------------------------
Flextronics International Ltd. and Solectron Corporation have entered into
a definitive agreement for Flextronics to acquire Solectron under a US$3.6
billion deal, creating the most diversified and premier global provider of
advanced design and vertically integrated electronics manufacturing
services.
The combined company will have the broadest worldwide EMS capabilities,
from design resources to end-to-end vertically integrated global supply
chain services, which will enhance its ability to design, build, and ship
a complete package product for its OEM customers. By combining
Solectron's resources and unique skill sets, Flextronics will be able to
provide more value and innovation to customers by leveraging the combined
global economies of scale in manufacturing, logistics, procurement,
design, engineering and ODM services.
The enhanced capabilities of the combined company will create more value
for its customers and increase their competitiveness by improving their
product development process and supply chain management, while also
delivering improved product quality with improved performance and faster
time-to-market.
Operating in 35 countries, with a combined workforce of approximately
200,000 employees, including approximately 4,000 design engineers, the
combined company's annual revenues will exceed US$30 billion across seven
well- diversified customer market segments and several vertical component
divisions.
Transaction Terms
Under the terms of the definitive agreement, unanimously approved by the
Boards of Directors of both companies, shareholders of Solectron will
receive total consideration currently valued at approximately US$3.6
billion, based on the closing price of Flextronics ordinary shares on June
1, 2007.
Each share of common stock of Solectron will be converted into the right
to receive, at the election of each of the individual holders of Solectron
shares, either, but not a combination of (i) 0.3450 shares of Flextronics
or (ii) a cash payment of US$3.89 per share, subject to the limitation
that not more than 70% in the aggregate and no less than 50% in the
aggregate of Solectron shares will be converted into shares of
Flextronics.
As a result, if holders of more than 70% of Solectron's outstanding shares
elect to receive Flextronics stock, the shares of those holders to be
converted into Flextronics stock will be proportionately reduced so that
not more than 70% of Solectron's outstanding shares in the aggregate are
converted into shares of Flextronics stock, with those holders' remaining
shares converted into cash. In this case, Solectron shareholders electing
cash consideration will receive cash consideration for all their shares.
Alternatively, if holders of more than 50% of Solectron's outstanding
shares elect to receive cash, the shares of those holders to be converted
into cash will be proportionately reduced so that not more than 50% of
Solectron's outstanding shares in the aggregate are converted into cash,
with those holders' remaining shares converted into shares of Flextronics.
In this case, Solectron shareholders electing stock consideration will
receive stock consideration for all their shares.
In no case (other than by virtue of fractional shares) will shareholders
who elect to receive the stock consideration receive less than 70% of
their total consideration in Flextronics stock. Alternatively, in no case
will shareholders who elect to receive cash consideration receive less
than 50% of their total consideration in cash.
Based upon Solectron's 909.2 million shares and share equivalents
outstanding on March 2, 2007, the range of cash to be paid and shares to
be issued by Flextronics is as follows:
Total
Value
Maximum Cash Payments
(assuming 50% of
consideration paid
in cash) US$ 1,768,419,886 $ 1,768,419,886
Minimum Number
Flextronics shares
to be issued (assuming
50% of consideration
to be paid in stock) 156,839,296 $ 1,835,019,761
Total value as of June 1, 2007 $ 3,603,439,647
Minimum Cash Payments
(assuming 30% of
consideration paid
in cash) US$ 1,061,051,932 $ 1,061,051,932
Maximum Number
Flextronics shares
to be issued (assuming
70% of consideration
to be paid in stock) 219,575,014 $ 2,569,027,665
Total value as of June 1, 2007 $ 3,630,079,597
The cash consideration represents a premium of approximately 15% and the
stock consideration represents a premium of approximately 20% over
Solectron's closing price of US$3.37 on June 1, 2007.
While Flextronics will continue to evaluate alternative long-term
financing arrangements, Citigroup Global Markets Inc. has committed to
provide Flextronics with a US$2.5 billion seven-year senior unsecured term
loan to fund the cash requirements for this transaction, including the
refinancing of Solectron's debt, if required. Following the acquisition,
Solectron will become a wholly owned subsidiary of Flextronics, and
Solectron shareholders will own approximately 20% to 26% of Flextronics's
outstanding shares.
As part of the agreement, Solectron has the right to nominate two
individuals approved by Flextronics to the board of directors of the
combined company. The transaction is subject to customary closing
conditions, including shareholder approvals of both companies, certain
regulatory approvals and other customary closing conditions. The
acquisition is expected to close by the end of calendar year 2007. Until
the acquisition is completed, both companies will continue to operate
their businesses independently.
"Solectron is an extremely important strategic addition to Flextronics and
this combination transforms the landscape of our industry," said
Flextronics CEO Mike McNamara. "By joining forces, we expect the
increased scale will enable us to further extend our market segment reach
and leverage an increased vertical integration opportunity, realize
significant cost savings, and better serve the needs of our combined
customers, employees and shareholders."
"The breadth and depth of the combined company significantly leverages our
vertical integration capability while taking significant costs out of the
combined company's infrastructure. The combined company is clearly more
diversified and formidable than either on its own, and we are better
positioned to increase shareholder value through greater cash flow and
earnings. We are thrilled to add Solectron's customers and employees to
our organization," Mr. McNamara added.
Paul Tufano, executive vice president and interim chief executive officer
of Solectron, said, "Flextronics's proven track record, complementary
market positions, strong balance sheet and stellar reputation as a global
leader in electronics manufacturing services make the combination
attractive for our customers, shareholders and employees."
"Specifically, the transaction will provide Solectron's customers with an
enhanced portfolio of design and vertically integrated capabilities,
greater scale, and expanded supply chain leverage along with the
advantages of an increased low cost global footprint. Combining these two
companies allows us to transcend what we have accomplished individually
and significantly reshapes and reenergizes our industry," Mr. Tufano
added.
Mr. McNamara concluded by saying, "Over the last 18 months, we have
reorganized our management structure to create the infrastructure required
to effectively and efficiently add scale to our operations. As a result,
we are well prepared to achieve the expected synergies by successfully
integrating our new partner into our company."
Financial Expectations
"While some synergies will be achieved in the first 12 months after
closing, it could take up to 18-24 months to fully integrate this
acquisition and realize the full synergy potential, which we estimate to
be at least US$200 million after-tax," Flextronics CFO Thomas J. Smach
stated. "This should be at least 15% accretive to Flextronics's earnings
per share once all of the synergies are realized."
"As the integration progresses and actual synergies are realized, we
expect to raise our EPS expectations as the accretion occurs over the
18-24 month integration period. Although restructuring charges are
expected to result from the integration of the acquisition, Flextronics
expects to generate cash flow synergies well in excess of the cash portion
of such restructuring charges."
Smach concluded, "This combination is expected to create customer
benefits, cost reductions and synergies neither company could have
achieved on its own."
Citigroup Global Markets Inc. acted as exclusive financial advisor to
Flextronics in connection with the transaction and Curtis, Mallet-Prevost,
Colt & Mosle LLP acted as legal advisor to Flextronics. Goldman, Sachs &
Co. acted as exclusive financial advisor to Solectron in connection with
the transaction and Wilson Sonsini Goodrich & Rosati acted as legal
advisor to Solectron.
About Flextronics
Headquartered in Singapore, Flextronics International Ltd. (NasdaqGS:
FLEX) -- http://www.flextronics.com/-- provides complete design,
engineering and manufacturing services to automotive, computing, consumer
digital, industrial, infrastructure, medical and mobile OEMs. Its network
of facilities is located in over 30 countries worldwide including Finland,
Hungary, Sweden and the United Kingdom.
About Solectron
Headquartered in Milpitas, California, Solectron Corp. (NYSE: SLR) --
http://www.solectron.com/-- provides a full range of worldwide
manufacturing and integrated supply chain services to the world's premier
high-tech electronics companies. Solectron's offerings include
new-product design and introduction services, materials management,
product manufacturing, and product warranty and end-of-life support. The
company operates in more than 20 countries on five continents including
France, Malaysia, and Brazil, among others. It had sales from continuing
operations of US$10.6 billion in fiscal 2006.
* * *
As reported in the Troubled Company Reporter on Dec. 14, 2006, Standard &
Poor's Ratings Services raised its corporate credit and senior unsecured
ratings on Milpitas, California-based Solectron Corp. to 'BB-' from 'B+',
and its subordinated debt rating to 'B' from 'B-'. S&P said the outlook
is stable.
On May 9, 2007, Fitch Ratings affirmed Solectron Corporation's ratings as:
-- Issuer Default Rating at 'BB-';
-- Senior secured bank facility at 'BB+';
-- Senior unsecured debt at 'BB-'; and
-- Subordinated debt at 'B+'.
STONEPATH GROUP: AMEX to Delist Common Stock on June 14
-------------------------------------------------------
Stonepath Group Inc. disclosed of The American Stock Exchange LLC(R)’s
final determination to remove its common stock from listing on the
Exchange, and that AMEX has filed an application on Form 25 to strike the
Securities from listing with the Securities and Exchange Commission.
The delisting will become effective on June 14, 2007 unless postponed by
the SEC.
Pursuant to its rules, the Exchange provided notice to Stonepath Group of
the decision to delist the Securities and an opportunity to appeal the
decision to a panel designated by the Exchange's board of governors.
Headquartered in Seattle, Washington, Stonepath Group Inc.
(OTC:SGRZ) -- http://www.stonepath.com/-- provides transportation and
logistics services worldwide. The company offers various supply chain
solutions to a diverse client base, including manufacturers, distributors,
and retail chains. Stonepath serves a customer base of manufacturers,
distributors and retail chains through its offices in 21 areas in North
America, 17 in the Asia Pacific region – including China and Indonesia,
and six in Brazil, as well as a network of international independent
carriers and service partners.
TRW AUTOMOTIVE: Completes Common Stock Public Offering
------------------------------------------------------
TRW Automotive Holdings Corp. has closed its secondary
public offering of 11 million shares of its common stock by an affiliate
of The Blackstone Group L.P., Automotive Investors L.L.C., and by certain
members of TRW management.
TRW did not receive any proceeds related to the Offering, nor did its
total number of shares of common stock outstanding change as a result of
the Offering.
Prior to the Offering, TRW was considered a "controlled company" within
the meaning of the New York Stock Exchange corporate governance rules due
to the majority voting control of 56.4% held by the Blackstone Affiliate.
As a result of the Offering, the Blackstone Affiliate's voting control now
stands at approximately 46.4%. Accordingly, TRW has ceased to be a
"controlled company" and therefore is required to comply with certain
corporate governance requirements, which the company is permitted to
phase-in over the next 12 months.
Banc of America Securities LLC acted as sole book-running manager and sole
underwriter for the Offering. The Offering is made only by means of a
written prospectus and related prospectus supplement forming a part of an
effective registration statement.
Copies of the prospectus supplement and the accompanying base prospectus
relating to the Offering may be obtained from Banc of America Securities
LLC Capital Markets (Prospectus Fulfillment) by
mail to Banc of America Securities LLC, Capital Markets Operations, 100
West 33rd Street, 3rd Floor, New York, NY 10001, or by phone at (800)
294-1322.
The shares were offered pursuant to an effective registration statement
that was filed with the Securities and Exchange Commission.
About TRW Automotive
Headquartered in Livonia, Michigan, TRW Automotive Holdings Corp. (NYSE:
TRW) -- http://www.trwauto.com/-- is an automotive
supplier. Through its subsidiaries, it employs approximately
63,800 people in 26 countries, including Brazil, China, Germany and Italy.
TRW Automotive products include integrated vehicle control and driver
assist systems, braking systems, steering systems, suspension systems,
occupant safety systems (seat belts and airbags), electronics, engine
components, fastening systems and aftermarket replacement parts and
services.
* * *
Fitch assigned a 'BB' on TRW Automotive Holdings Corp.'s LT Issuer Default
rating and 'BB-' on its Unsecured Debt rating. The outlook was Stable.
===========================
C A Y M A N I S L A N D S
===========================
AMERICAN BUSINESSOWNERS: Final Shareholders Meeting on July 9
----------------------------------------------------------
American Businessowners Assurance Ltd. will hold its final
shareholders meeting on July 9, 2007, at 3:00 p.m., at the
office of the company.
These agendas will be taken during the meeting:
1) confirm, ratify and approve the conduct of
the liquidation by the liquidators, S.L.C. Whicker
and K.D. Blake;
2) approve the quantum of the liquidators’
remuneration, that being fixed by the time
properly spent by the liquidators and their staff;
3) accounting of the liquidation process showing how the
winding up has been conducted during the preceding year,
and
4) authorizing the liquidator to retain the records
of the company for a period of three years from
the dissolution of the company, after which they
may be destroyed.
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.
The liquidator can be reached at:
K.D. Blake
Attention: Bekilizwe D.M. Dube
P.O. Box 493
Grand Cayman KY1-1106
Cayman Islands
Telephone: 345-914-4464
Fax: 345-949-7164
INVESTCORP HARBORSIDE: Proofs of Claim Filing Ends on July 6
------------------------------------------------------------
Investcorp Harborside Islamic Financing Ltd.’s creditors are
given until July 6, 2007, to prove their claims to Westport Services Ltd.,
the company's liquidator, or be excluded from receiving any distribution
or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Investcorp Harborside’s shareholders agreed on May 14, 2007, to place the
company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.
The liquidator can be reached at:
Westport Services Ltd.
Attention: Bonnie Willkom
P.O. Box 1111
Grand Cayman KY1-1102
Cayman Islands
Telephone: (345)-949-5122
Fax: (345)-949-7920
INVESTCORP HARBORSIDE INVESTING: Claims Filing Ends on July 6
-------------------------------------------------------------
Investcorp Harborside Investing Ltd.’s creditors are given until
July 6, 2007, to prove their claims to Westport Services Ltd., the
company's liquidator, or be excluded from receiving any distribution or
payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Investcorp Harborside’s shareholders agreed on May 14, 2007, to place the
company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.
The liquidator can be reached at:
Westport Services Ltd.
Attention: Bonnie Willkom
P.O. Box 1111
Grand Cayman KY1-1102
Cayman Islands
Telephone: (345)-949-5122
Fax: (345)-949-7920
NEW HARBORSIDE INVESTORS: Proofs of Claim Filing Is Until July 6
----------------------------------------------------------------
New Harborside Investors II Ltd.’s creditors are given until
July 6, 2007, to prove their claims to Westport Services Ltd., the
company's liquidator, or be excluded from receiving any distribution or
payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
New Harborside’s shareholders agreed on May 14, 2007, to place
the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.
The liquidator can be reached at:
Westport Services Ltd.
Attention: Bonnie Willkom
P.O. Box 1111
Grand Cayman KY1-1102
Cayman Islands
Telephone: (345)-949-5122
Fax: (345)-949-7920
NEW HARBORSIDE: Proofs of Claim Must be Filed by July 6
-------------------------------------------------------
New Harborside Investors Ltd.’s creditors are given until
July 6, 2007, to prove their claims to Westport Services Ltd., the
company's liquidator, or be excluded from receiving any distribution or
payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
New Harborside’s shareholders agreed on May 14, 2007, to place
the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.
The liquidator can be reached at:
Westport Services Ltd.
Attention: Bonnie Willkom
P.O. Box 1111
Grand Cayman KY1-1102
Cayman Islands
Telephone: (345)-949-5122
Fax: (345)-949-7920
PERENCO ERITREA: Proofs of Claim Filing Ends on July 12
-------------------------------------------------------
Perenco Eritrea Ltd.’s creditors are given until July 12, 2007, to prove
their claims to Roland Fox, the company's liquidator, or be excluded from
receiving any distribution or payment.
In their proofs of claim, creditors must indicate their full
names, addresses, the full particulars of their debts or claims,
and the names and addresses of their lawyers, if any.
Perenco Eritrea’s shareholders agreed on May 14, 2007, to place
the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.
The liquidator can be reached at:
Roland Fox
c/o P.O. Box 309
Grand Cayman KY1-1104
Cayman Islands
PERENCO ERITREA: Will Hold Final Shareholders Meeting on July 12
----------------------------------------------------------------
Perenco Eritrea Ltd. will hold its final shareholders meeting
on July 12, 2007, at 10:00 a.m., at:
Lyford Manor, Lyford Cay
West Bay Street, Nassau
Bahamas
These agendas will be taken during the meeting:
1) accounting of the liquidation process showing how the
winding up has been conducted during the preceding year,
and
2) hearing any explanation that may be given by the
liquidator.
A member entitled to attend and vote at the meeting will be
allowed to appoint a proxy, who need not be a member, in his
stead.
The liquidator can be reached at:
Roland Fox
c/o P.O. Box 309
Grand Cayman KY1-1104
Cayman Islands
=========
C H I L E
=========
GOODYEAR TIRE: S&P Lifts Ratings on Two Certificate Classes to B
----------------------------------------------------------------
Standard & Poor's Ratings Services raised its ratings on the class A-1 and
A-2 certificates from the US$46 million Corporate Backed Trust
Certificates Goodyear Tire & Rubber Note-Backed Series 2001-34 Trust to
'B' from 'B-' and removed them from CreditWatch, where they were placed
with positive implications on May 14, 2007.
The rating actions reflect the May 31, 2007, raising of the rating on the
underlying securities, the 7% notes due March 15, 2028, issued by Goodyear
Tire & Rubber Co., and its removal from CreditWatch positive.
Corporate Backed Trust Certificates Goodyear Tire & Rubber Note-Backed
Series 2001-34 Trust is a pass-through transaction, and its ratings are
based solely on the rating assigned to the underlying collateral, Goodyear
Tire & Rubber Co.'s 7% notes due March 15, 2028.
Headquartered in Akron, Ohio, The Goodyear Tire & Rubber Company (NYSE:
GT) -- http://www.goodyear.com/-- is the world's largest tire company.
The company manufactures tires, engineered rubber products and chemicals
in more than 90 facilities in 28 countries.
Goodyear maintains Asia-Pacific facilities in Australia, China and Korea.
Its European bases are located in Austria, France, Germany, Italy, Russia,
Spain, and the United Kingdom. Goodyear’s Latin-American operations are
located in Argentina, Brazil, Chile, Colombia, Jamaica, Mexico, and Peru.
===============
C O L O M B I A
===============
GEOKINETICS INC: Stockholders Will Meet on July 11
--------------------------------------------------
Geokinetics Inc. will hold its 2007 Annual Meeting of Stockholders at 2:00
p.m. Central Daylight Time on July 11, 2007, at the Omni Houston Hotel
Westside located at 13210 Katy Freeway, Houston, TX 77079.
Headquartered in Houston, Texas, Geokinetics Inc. (Amex: GOK) --
http://www.geokineticsinc.com/-- is a global provider of seismic
acquisition and high-end seismic data processing services to the
oil and gas industry. Geokinetics has an operating presence in
North America and is focused on key markets internationally.
Geokinetics operates in some of the most challenging locations in
the world from the Arctic to mountainous jungles to the transition
zone environments.
* * *
As reported in Troubled Company Reporter on Dec. 22, 2006,
Standard & Poor's Ratings Services affirmed its 'CCC+' issue
rating and '3' recovery rating on Geokinetics Inc.'s second
priority floating rate notes due in 2012, after the disclosure
that the offering will be increased to $110 million from
$100 million.
SOLUTIA INC: Bankruptcy Clerk Records 9 Claims Sale for May 2007
----------------------------------------------------------------
The Bankruptcy Clerk of the U.S. Bankruptcy Court for the Southern
District of New York disclosed that from May 25, 2007, to May 31, 2007,
these claims changed hands during the month in Solutia Inc. and its
debtor-affiliates’ chapter 11 cases:
Face Amount
Transferor Transferee Claim No. of Claims
---------- ---------- --------- ---------
Eastern Design Contrarian Funds, 3750 US$25,184
Services, Inc. LLC
City Tire Co. Argo Partners - 2,325
Sulzer Pumps US Inc. Argo Partners - 7,770
Ahlstrom Mount Argo Partners - 35,912
Roberts Abokhair & Liquidity Solutions - 2,911
Mardula LLC Inc.
Decatur Printing Co. Liquidity Solutions 955 4,875
Inc.
J&D Electrical Liquidity Solutions 420 28,858
Contractors
Mouat Co. Inc. Liquidity Solutions 972 4,039
Royal Roofing Liquidity Solutions 986 7,834
Company Inc.
About Solutia Inc.
Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ)
-- http://www.solutia.com/-- and its subsidiaries, engage in the
manufacture and sale of chemical-based materials, which are used in
consumer and industrial applications worldwide. The company and 15
debtor-affiliates filed for chapter 11 protection on Dec. 17, 2003 (Bankr.
S.D.N.Y. Case No. 03-17949). When the
Debtors filed for protection from their creditors, they listed
US$2,854,000,000 in assets and US$3,223,000,000 in debts.
Solutia has operations in Malaysia, China, Singapore, Belgium, and Colombia.
Solutia is represented by Allen E. Grimes, III, Esq., at Dinsmore & Shohl,
LLP and Conor D. Reilly, Esq., at Gibson, Dunn & Crutcher, LLP. Trumbull
Group LLC is the Debtor's claims and
noticing agent. Daniel H. Golden, Esq., Ira S. Dizengoff, Esq.,
and Russel J. Reid, Esq., at Akin Gump Strauss Hauer & Feld LLP
represent the Official Committee of Unsecured Creditors, and
Derron S. Slonecker at Houlihan Lokey Howard & Zukin Capital
provides the Creditors' Committee with financial advice. (Solutia
Bankruptcy News, Issue No. 87; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
The Debtors' exclusive period to file a plan expires on
July 30, 2007.
SOLUTIA INC: Wants Amended Plan Voting Protocol Approved
--------------------------------------------------------
Solutia Inc. and its debtor-affiliates ask the U.S. Bankruptcy Court for
the Southern District of New York to approve the disclosure statement to
their First Amended Joint Plan of Reorganization, and procedures for
soliciting and tabulating votes on the Amended Plan.
Jonathan S. Henes, Esq., at Kirkland & Ellis LLP, in New York,
asserts that that the Disclosure Statement contains "adequate
information" within the meaning of Section 1125(a) of the
Bankruptcy Code. He says the document contains ample and
adequate information that would enable parties-in-interest to
make informed judgments about and, to the extent appropriate,
vote on the Amended Plan.
The Disclosure Statement includes information regarding:
-- Solutia Inc., and its assets, liabilities and businesses;
-- the general economic conditions preceding Solutia's
decision to commence the Chapter 11 cases;
-- the significant events that have occurred during the
Chapter 11 cases;
-- the classification and treatment of claims and equity
interests under the Plan;
-- other material terms of the Plan and its implementation;
and
-- information concerning the projected financial
performance, valuation and other financial information of
reorganized Solutia.
Record Date
The Debtors ask the Court to establish the second business day
after the entry an order approving the Disclosure Statement as
the record date for purposes of determining which creditors are
entitled to vote on the Plan.
The Debtors propose that with respect to any transferred claim,
the transferee will be entitled to receive a solicitation package and, if
the claim holder is entitled to vote with respect to the Plan, cast a
ballot on account of the claim only if (i) all actions necessary to
effectuate the transfer of the claim have been completed by the Record
Date, or (ii) the transferee files by the Record Date, the documentation
required by Bankruptcy Rule 3001(e) to evidence the transfer, and a sworn
statement of the transferor supporting the validity of the transfer.
In the event a claim, other than a Noteholder Claim, is
transferred after the Record Date, the transferee will be bound
by any vote or election to participate in the rights offering, as the case
may be, made by the claim holder as of the Record Date. In the event a
Noteholder Claim is transferred after the Record Date, the transferee of
the Noteholder Claim will be bound by any vote made by the claim holder as
of the Record Date.
Solicitation Procedures
After the Disclosure Statement is approved, the Debtors propose
to mail solicitation packages to:
-- all persons or entities that filed proofs of claim on or
before the Record Date, except to the extent a claim was
paid pursuant to, or expunged by, a prior Court order;
-- all persons or entities listed in the Debtors' schedules
of assets and liabilities as holding liquidated, non-
contingent and undisputed claims in an amount greater than
zero;
-- the registered holders of the Debtors' debt and equity
securities, including options to purchase the securities,
as of the Record Date; and
-- all other known creditors of the Debtors as of the Record
Date.
The Solicitation Package will contain copies of:
* the Court's order approving the Disclosure Statement;
* a notice of a hearing to consider confirmation by the
Court of the Amended Plan;
* either a form of ballot or master ballot, as appropriate,
together with a return envelope, and, if applicable, the
rights offering procedures and a rights exercise form,
together with a return envelope, and the Disclosure
Statement, or a notice of non-voting status; and
* other materials as the Court may direct.
The Debtors expect to complete distribution of Solicitation
Packages by no later than seven business days after the Record
Date.
In addition, by the Solicitation Date, certain documents will be
distributed to parties including the United States Trustee;
Monsanto Company; Pharmacia Corporation; the Securities and
Exchange Commission; the U.S. Internal Revenue Service; the U.S.
Department of Justice; all landlords and other parties to
executory contracts or unexpired leases; all administrative
creditors of the Debtors; all professionals; and environmental
and other regulatory authorities. These documents are:
-- the Disclosure Statement Order;
-- the Confirmation Hearing Notice;
-- the Disclosure Statement; and
-- other materials the Court may direct.
To avoid duplications and further reduce expenses, The Debtors
propose to set these rules:
(a) Solicitation Packages for holders of claims against or
equity interests in any Debtor placed within a class under
the Plan that is deemed to accept or reject the Plan will
not include a ballot, and instead include the appropriate
form of Notice of Non-Voting Status;
(b) The Debtors will not distribute copies of the Plan and
Disclosure Statement to holders of claims and equity
interest in Classes 1 through 10, 16, and 17, who are
deemed to accept the Plan, and in Classes 18 through 20,
who are deemed to reject the Plan, unless a holder of
claim or equity interest, as applicable, in the Class
makes a specific request in writing to the voting agent;
provided, however, that the Notices of Non-Voting Status
will provide that a copy of the Plan and Disclosure
Statement may be viewed at www.fbgdocuments.com/soi or
obtained free of charge by contacting the Voting Agent at
(646) 282-1800; and
(c) Creditors who have field duplicate claims against the
Debtors, which are classified under the Plan in the same
Class, will receive only one Solicitation Package and one
Ballot for voting on their claims with respect to that
Class.
It would be costly and wasteful to mail Solicitation Packages to
addresses to which undeliverable Disclosure Statement Hearing
Notices were mailed, Mr. Henes points out. Therefore, the
Debtors ask the Court for a departure from the strict notice
rule, excusing them from mailing Solicitation Packages to those
entities unless the Debtors are provided with or otherwise locate accurate
addresses before the Solicitation Date.
Voting Procedures
One or more Ballots, the forms based on Official Form No. 14,
will be distributed to holders of claims in Classes 11 through 15 under
the Plan. These are the only Classes entitled to vote to accept or reject
the Plan, Mr. Henes notes.
With respect to the Ballots that will be sent to holders of
Noteholder Claims, the Debtors seek authority to send Ballots to
record holders, including brokers, banks, dealers or other agents or
nominees -- Nominees.
Each Nominee will receive a reasonably sufficient number of
Ballots and Solicitation Packages to distribute to the beneficial owners
of the Noteholder Claims for whom the Nominee acts.
A Nominee has two options with respect to voting:
(1) The Nominee will forward the Solicitation Package to each
beneficial owner for voting within five business days of
receipt of the Solicitation Package and include a return
envelope provided by and addressed to the Nominee so that
the Beneficial Owner may return the completed Ballot to
the Nominee.
Upon receipt of the Ballots, the Nominee will summarize
the individual votes of its respective Beneficial Owners
on the appropriate Master Ballot and return the Master
Ballot to the Voting Agent, Financial Balloting Group LLC,
by the voting deadline.
(2) If the Nominee elects to "prevalidate" Ballots:
(a) The Nominee will forward to the Beneficial Owner
within five business days the Solicitation Package or
copies thereof including the Disclosure Statement and
its corresponding exhibits; an individual Ballot that
has been prevalidated; and a return envelope provided
by and addressed to the Voting Agent;
(b) To prevalidate a Ballot, the Nominee will complete and
execute the Ballot and indicate on the Ballot the name
of the registered holder, the amount of securities
held by the Nominee for the Beneficial Owner and the
account number(s) for the account(s) in which the
securities are held by the Nominee; and
(c) For its vote to be counted, the Beneficial Owner will
return the prevalidated Ballot to the Voting Agent by
the Voting Deadline.
Holders of claims and equity interests in Classes 18 through 20
are deemed to reject the Plan. A notice to the holders that they are
deemed to vote to reject the Plan will be mailed to them.
Claim holders in Classes 1 through 10 are unimpaired and are
deemed to have accepted the Plan. A notice of Non-Voting Status
will be mailed to them.
Similar to the process for serving Ballots upon holders of
unsecured notes claims, the Debtors propose to send a Notice of
Non-Voting Status - Impaired Classes to the holders of Solutia
Inc.'s publicly traded common stock as reflected in the records
maintained by the Debtors' transfer agent(s) as of the close of
business on the Record Date.
Voting Deadline
The Debtors anticipate commencing the solicitation period within
three business days after the Record Date. The Debtors propose
that to be counted as a vote to accept or reject the Plan, each
Ballot or Master Ballot must be properly executed, completed, and
delivered to the Voting Agent no later than August 30, 2007, at 5:00 p.m.,
Eastern Time.
The Debtors propose that the certification of Ballots be filed on or
before the date of the Confirmation Hearing.
Vote Tabulation Procedures
(1) Ballots
The Debtors propose that each claim within a class of claims
entitled to vote to accept or reject the Plan be temporarily
allowed in an amount equal to the timely filed claim amount, or,
if no proof of claim was field, the amount of the claim as set
forth in the Schedules. The Temporary Claim Amount will be
subject to:
-- if a claim for which a proof of claim has been timely
filed is not listed on the Schedules and no objection has
been filed on or before the Voting Deadline, the claim
will be temporarily allowed for voting purposes in the
amount set forth in the claim;
-- if a claim for which a proof of claim has been timely
filed, asserts both a liquidated and unliquidated amount,
the claim will be temporarily allowed for voting purposes,
subject to other tabulation rules, only in the liquidated
amount of the claim;
-- if a claim is listed as contingent, unliquidated or
disputed, based on a timely filed proof of claim, the
claim will be temporarily allowed for voting purposes only
in an amount equal to US$1;
-- notwithstanding any other tabulation rule, if a claim is
deemed allowed in accordance with the Plan, the claim will
be allowed for voting purposes in the deemed allowed
amount set forth in the Plan;
-- if the Debtors have served and filed an objection to a
claim at least 10 days before the Voting Deadline, the
claim will be temporarily allowed for voting purposes in
an amount equal to the undisputed amount of the claim, if
any;
-- notwithstanding any other tabulation rule, if a claim has
been estimated or otherwise allowed for voting purposes by
Court order, the claim will be temporarily allowed for
voting purposes in the amount estimated by the Court;
-- if a claim relates to rejection damages under an executory
contract or an unexpired lease that has not been rejected
as of the Voting Deadline, to the extent the claim is for
rejection damages, the claim will be temporarily
disallowed for voting purposes and, to the extent the
claim is solely for rejection damages, any related Ballot
will not be counted as having voted for or against the
Plan; and
-- if a claim holder identifies a claim amount on its Ballot
that is different than the amount otherwise calculated in
accordance with the tabulation rules, the claim will be
temporarily allowed for voting purposes in the amount
calculated in accordance with the tabulation rules.
If any creditor seeks to challenge the allowance of its claim for voting
purposes in accordance with the tabulation rules, the
creditor will serve on the Debtors and file with the Court a
motion to temporarily allow its claim in a different amount for
purposes of voting to accept or reject the Plan on or before the
tenth day after the later of (i) a service of the Confirmation
Hearing Notice and (ii) service of notice of an objection, if
any, to the claim.
(2) Master Ballots and Ballots Cast by Nominees and Beneficial
Owners
The amount that will be used to tabulate the acceptance or
rejection of the Plan will be the principal amount of Solutia's
6.72% debentures due October 15, 2037, and the 7.735% debentures
due October 15, 2027, held as of the Record Date. The Voting
Agent will adjust the principal amount voted to reflect the claim amount
as of the Record Date for the 2027/2037 Notes.
The Debtors intend to apply these additional rules for the
tabulation of Master Ballots and Ballots cast by Nominees and
Beneficial Owners:
-- Votes cast by Beneficial Owners through Nominees will be
applied against the positions held by the Nominees in the
2027/2037 Notes as of the Record Date, as evidenced by the
record and depository listings. Votes submitted by a
Nominee, whether pursuant to a Master Ballot or a
prevalidated Ballot, will not be counted in excess of the
Record Amount of securities held by the Nominee;
-- If conflicting votes or "over-votes" are submitted by a
Nominee, whether pursuant to a Master Ballot or
prevalidated Ballot, the Debtors will attempt to reconcile
discrepancies with the Nominees;
-- If over-votes on a Master Ballot or prevalidated Ballot
are not reconciled prior to the preparation of the vote
certification, the Debtors will apply the votes to accept
and to reject the Plan in the same proportion as the votes
to accept and to reject the Plan submitted on the Master
Ballot or prevalidated Ballots that contained the over-
vote, but only to the extent of the Nominee's position in
the 2027/2037 Notes;
-- For purposes of tabulating votes, each Nominee or
Beneficial Owner will be deemed to have voted the
principal amount of its Noteholder Claim, although the
voting agent may be asked to adjust the principal amount
to reflect the claim amount, including prepetition
interest; and
-- a single Nominee may complete and deliver to the Voting
Agent multiple Master Ballots. Votes reflected on the
master ballots will be counted, except to the extent they
are duplicative of other Master Ballots. If two or more
Master Ballots are inconsistent, the latest dated Master
Ballot received before the Voting Deadline will, to the
extent of the inconsistency, supersede and revoke any
prior Master Ballot.
(c) General Tabulation Procedures
With respect to tabulating Ballots and Master Ballots, the
Debtors propose to utilize these procedures:
* Ballots and Master Ballots received after the Voting
Deadline will not be counted by the Debtors;
* Beneficial Holders must vote all of their Noteholder
Claims either to accept or reject the Plan and may not
split their votes with respect to the 2027/2037 Notes;
* Any Ballot, or group of Ballots with respect to the
2027/2037 Notes received from a single creditor, that
partially rejects and partially accepts the Plan will not
be counted;
* No Ballot or Master Ballot sent to the Debtors, any
indenture trustee or the Debtors' financial or legal
advisors will be counted; and
* If no votes to accept or reject the Plan are received with
respect to a particular Class, the Class will be deemed to
have voted to accept the Plan.
Rights Offering Procedure
Each holder of a General Unsecured Claim and each holder of a
Noteholder Claim as of the Voting Record Date has the right, but
not the obligation, to purchase New Common Stock pursuant to a
rights exercise form that will be sent to each eligible holder.
The Rights Exercise Form will, among others, indicate the price
per share of New Common Stock. Eligible Holders may indicate the amount
of additional Rights that they will commit to purchase in the event that
the Rights Offering is under-subscribed as of the Voting Deadline.
Plan Confirmation Hearing
The Debtors propose that a hearing to consider confirmation of
the Plan be scheduled on September 17, 2007, at 11:00 a.m.,
Eastern Time. The hearing may be continued from time to time by
the Court or the Debtors without further notice except for
adjournments announced in open court or filed on the Court's
docket.
The Debtors will publish, or cause to be published, a notice of
the confirmation hearing not less than 25 days before the time
fixed for filing objections to confirmation and September 17,
2007, in the national editions of The Wall Street Journal, The
New York Times, USA Today, and St. Louis Post-Dispatch.
The Voting Agent will post the Confirmation Hearing Notice on its website
at http://www.fbgdocuments.com/soi.
Objections to confirmation of the Plan should be filed no later
than Aug. 30, 2007, at 5:00 p.m., Eastern Time.
* * *
The Debtors' request for approval of the Disclosure Statement and the
Voting and Tabulation Procedures supersedes a similar relief sought by the
Debtors in connection with their joint plan of reorganization dated Feb.
14, 2006. The Court had continued the hearing on the original relief
indefinitely due to a number of unresolved contingencies, including
Adversary Proceeding No. 05-01843.
The Court will convene a hearing to consider approval of the
Disclosure Statement to the Amended Plan and the corresponding
Voting and Tabulation Procedures on July 10, 2007 at 2:30 p.m.
Deadline to file objections is on June 28, at 5:00 p.m.
About Solutia Inc.
Headquartered in St. Louis, Missouri, Solutia Inc. (OTCBB:SOLUQ)
-- http://www.solutia.com/-- and its subsidiaries, engage in the
manufacture and sale of chemical-based materials, which are used in
consumer and industrial applications worldwide. The company and 15
debtor-affiliates filed for chapter 11 protection on Dec. 17, 2003 (Bankr.
S.D.N.Y. Case No. 03-17949). When the
Debtors filed for protection from their creditors, they listed
US$2,854,000,000 in assets and US$3,223,000,000 in debts.
Solutia has operations in Malaysia, China, Singapore, Belgium, and Colombia.
Solutia is represented by Allen E. Grimes, III, Esq., at Dinsmore & Shohl,
LLP and Conor D. Reilly, Esq., at Gibson, Dunn & Crutcher, LLP. Trumbull
Group LLC is the Debtor's claims and
noticing agent. Daniel H. Golden, Esq., Ira S. Dizengoff, Esq.,
and Russel J. Reid, Esq., at Akin Gump Strauss Hauer & Feld LLP
represent the Official Committee of Unsecured Creditors, and
Derron S. Slonecker at Houlihan Lokey Howard & Zukin Capital
provides the Creditors' Committee with financial advice. (Solutia
Bankruptcy News, Issue No. 87; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000).
The Debtors' exclusive period to file a plan expires on
July 30, 2007.
===================================
D O M I N I C A N R E P U B L I C
===================================
AMERICAN AIRLINES: Discloses Limitations on Baggage
---------------------------------------------------
American Airlines and regional affiliate American Eagle have disclosed the
box and bag embargo on flights to certain destinations from June 9 through
Aug. 12, 2007.
"American's [American Airlines] intent is to provide the best customer
service possible and to consider the needs of all passengers. There are
limitations on the amount of baggage that can be carried, both in the
cabin and cargo areas, based on the size of aircraft," said Peter Dolara,
American Airlines' Senior Vice President of Miami, Caribbean and Latin
American operations.
Customers traveling on American Airlines and American Eagle to certain
destinations in Mexico, the Caribbean, Central America and South America
will not be able to check extra bags or boxes during the embargo period,
due to heavy summer loads and high volumes of checked baggage to specific
destinations. The baggage embargo applies to:
* Central America
-- Guatemala City,
-- Panama City,
-- San Pedro Sula,
-- Tegucigalpa, and
-- San Salvador;
* South America
-- Maracaibo,
-- Cali,
-- Medelln,
-- La Paz,
-- Santa Cruz, and
-- Quito;
* the Caribbean
-- Santo Domingo,
-- Santiago,
-- Puerto Plata,
-- Port-au-Prince, and
-- Kingston; and
* Mexico
-- Mexico City,
-- Guadalajara,
-- Aguascalientes,
-- San Luis Potosi,
-- Chihuahua, and
-- Leon.
All American Eagle flights to and from San Juan are also
included.
A year-round box embargo is in effect for flights originating from and
passing through New York's John F. Kennedy International Airport (JFK) to
all Caribbean and Latin America destinations. A year-round bag and box
embargo is also in effect for flights to La Paz and Santa Cruz, Bolivia.
Oversize, overweight and excess baggage will not be accepted for
flights to the destinations covered by the bag and box embargo.
Passengers may check two bags weighing a maximum of 50 pounds each at no
charge. The maximum weight for embargoed cities is 70 pounds, with bags
weighing between 51-70 pounds subject to a US$25 fee. One carry-on bag
will be allowed with a maximum size of 45 inches and a maximum weight of
40 pounds.
Sports equipment, such as golf bags, bikes and surfboards, can be accepted
as part of the total checked bag allowance, although
additional charges may apply. Walkers, wheelchairs and any other
assistive devices are welcomed for customers with disabilities.
American Airlines, Inc. (NYSE:AMR) -- http://www.AA.com/--
American Eagle, and the AmericanConnection regional airlines
serve more than 250 cities in over 40 countries with more than
3,800 daily flights. The combined network fleet numbers more
than 1,000 aircraft. American Airlines, Inc. and American Eagle
are subsidiaries of AMR Corporation. It has Latin operations in
Mexico, Dominican Republic, Puerto Rico, Argentina, Bolivia,
Brazil, Chile, Colombia, Ecuador, Paraguay, Peru, Venezuela,
Uruguay, Belize, Costa Rica, El Salvador, Guatemala, Honduras,
Nicaragua and Panama.
* * *
As reported in the Troubled Company Reporter-Latin America on May 25,
2007, Standard & Poor's Ratings Services assigned its 'CCC+' rating to
American Airlines Inc.'s (B/Positive/--) US$125 million Dallas/Fort Worth
International Airport special facility revenue refunding bonds, series
2007, due 2030. The bonds are guaranteed by American's parent, AMR Corp.
(B/Positive/B-2), and are secured by payments made by American to the
airport authority. Proceeds are being used to refund the outstanding
revenue bonds, series 1992 (rated 'CCC+'), whose rating was withdrawn.
=============
E C U A D O R
=============
PETROECUADOR: Developing Hydrocarbons Activities with China
-----------------------------------------------------------
Ecuadorian state-run oil firm Petroecuador has signed a strategic alliance
accord with its Chinese counterpart, China National Petroleum Corporation,
to develop joint hydrocarbons activities, Business News Americas reports.
According to Petroecuador's statement, the five-year pact includes:
-- exploration and production,
-- transport,
-- storage,
-- industrialization,
-- commercialization,
-- oil services,
-- environmental management,
-- institutional strengthening, and
-- training.
BNamericas relates that Petroecuador and CNPC will form an executive
committee with groups to identify, evaluate and define joint cooperation
activities.
Petroecuador said in a statement that the two firms will mainly focus on
fuel theft and the optimization of refining processes and biofuels, among
other areas.
Petroecuador, according to published reports, is faced with
cash-problems. The state-oil firm has no funds for maintenance,
has no funds to repair pumps in diesel, gasoline and natural gas
refineries, and has no capacity to pay suppliers and vendors.
The government refused to give the much-needed cash alleging
inefficiency and non-transparency in Petroecuador's dealings.
=================
G U A T E M A L A
=================
BRITISH AIRWAYS: Named Least Eco-Friendly Brand by Online Poll
--------------------------------------------------------------
British Airways Plc has been voted the least environmentally friendly
brand in an online poll for Marketing Week.
American Airlines, Ryanair and easyJet were also in the top five of the
eco-unfriendly brand list, which included a diverse range of organizations
such as fuel companies, supermarkets, car manufacturers and cosmetic
companies, Air and Business Travel News reports.
According to ABTN, BA was "very surprised" at the results, reiterating
that it was the first airline to set a public target for fuel efficiency
and led the successful campaign for the EU emissions trading scheme.
David Benady, contributing editor to Marketing Week, however said a recent
Greenpeace campaign may have contributed to the negative image of BA.
In March 2007, Greenpeace strongly opposed the airline's introduction of
domestic flights between Gatwick and Newquay, Travel Counsellor relates.
Headquartered in West Drayton, United Kingdom, British Airways
Plc -- http://www.ba.com/-- operates of international and
domestic scheduled and charter air services for the carriage of
passengers, freight and mail, and provides of ancillary
services. The British Airways group consists of British Airways
Plc and a number of subsidiary companies including in particular
British Airways Holidays Ltd. and British Airways Travel
Shops Ltd. BA has offices in India and Guatemala.
* * *
In April 2007, in connection with the implementation of
its new Probability-of-Default and Loss-Given-Default rating
methodology for the existing non-financial speculative-grade
corporate issuers in Europe, Middle East and Africa, Moody's
Investors Service's confirmed its Ba1 Corporate Family Rating
for British Airways Plc.
Moody's also assigned a Ba1 Probability-of-Default Rating to the
company.
* Issuer: British Airways, Plc
Projected
Old New LGD Loss-iven
Debt Issue Rating Rating Rating Default
---------- ------- ------- ------ ----------
GBP100-million 10.875%
Sr. Unsec. Regular
Bond/Debenture
Due 2008 Ba2 Ba2 LGD5 84%
GBP250-million 7.25%
Sr. Unsec. Regular
Bond/Debenture
Due 2016 Ba2 Ba2 LGD5 84%
As reported in the TCR-Europe on March 27, 2007, Standard &
Poor's Ratings Services said that its 'BB+' long-term corporate
credit rating on British Airways PLC remains on CreditWatch,
with positive implications, following a vote on March 22 by EU
ministers approving a proposed "open skies" aviation treaty with
the U.S.
=============
J A M A I C A
=============
AIR JAMAICA: Reaffirms Govt's Financial Support on Airline
----------------------------------------------------------
Jamaican Finance Minister Dr. Omar Davies has reiterated to the parliament
that the government will continue to prop up Air Jamaica, Radio Jamaica
reports.
As reported in the Troubled Company Reporter-Latin America on June 1,
2007, government officials motioned to seek a government guarantee of
US$125 million to boost Air Jamaica’s operations. The Opposition Member
of Parliament for Clarendon Central Mike Henry called for a "no-confidence
motion" against Air Jamaica's management and Dr. Davies, claiming that the
management had ignored the business plan of 2005-2010 and 2015 and failed
to run Air Jamaica along the guidelines presented to the special select
committee that the parliament appointed to evaluate the airline's
financial and operational state.
Radio Jamaica relates that Dr. Davies countered that the US$125-million
"government guarantee must be viewed within the context of the
government's objectives for Air Jamaica."
The main purpose is to restructure Air Jamaica's operations to let it be
less on the government, Radio Jamaica notes, citing Dr. Davies.
The efforts recorded in the "Sabre report" kept costs down. However, Dr.
Davies admitted that the initiatives didn't lessen the US$100-million
yearly losses. It was these losses that precipitate made Air Jamaica sell
its London route, Dr. Davies told Radio Jamaica.
Headquartered in Kingston, Jamaica, Air Jamaica --
http://www.airjamaica.com/-- was founded in 1969. It flies
passengers and cargo to almost 30 destinations in the Caribbean,
Europe, and North America. Air Jamaica offers vacation packages
through Air Jamaica Vacations. The company closed its intra-
island services unit, Air Jamaica Express, in October 2005. The
Jamaican government assumed full ownership of the airline after
an investor group turned over its 75% stake in late 2004. The
government had owned 25% of the company after it went private in
1994. The Jamaican government does not plan to own Air Jamaica
permanently.
* * *
On July 21, 2006, Standard & Poor's Rating Services assigned B
long-term foreign issuer credit rating on Air Jamaica Ltd.,
which is equal to the long-term foreign currency sovereign
credit rating on Jamaica, is based on the government's
unconditional guarantee of both principal and interest payments.
NATIONAL WATER: Will Restore Roadways in Haddington
---------------------------------------------------
Mark Cummings at the Jamaica Observer reports that the National Water
Commission has promised Haddington locals that it will launch restoration
works on the area's several roadways.
According to The Observer's Mr. Cummings, National Water dug up the roads
in 2005 for the Woodlands/Blackgate Water Supply Improvement Project.
The Observer's Mr. Cummings notes that angry residents had launched a
demonstration against National Water, airing out their complaints on poor
road conditions in their communities. The protesters come from:
-- Haddington,
-- Round Hill Drive,
-- Woodlands, and
-- Blackgate.
Hopewell division councillor Vasca Brown told The Observer's Mr. Cummings
that he and Member of Parliament Barrington Gray had made numerous
representations to government agencies on behalf of the residents but
nothing had been done.
The residents told The Observer's Mr. Cummings that National Water dug up
the roadways to facilitate the laying of pipes for what was supposed to be
a six month-project. According to them, the company didn't restore the
roads.
The Observer's Mr. Cummings relates that the Woodlands/Blackgate Water
Supply Improvement Project is expected to be completed within two weeks.
It will benefit several communities in Hanover including:
-- Blackgate,
-- Round Hill Drive,
-- Woodlands,
-- New Mills, and
-- Watford Hill.
The delay in the completion of the project was due mainly to legal issues
on the acquisition of lands where a tank would be constructed, The
Observer's Mr. Cummings notes, citing National Water's corporate public
relations manager Charles Buchanan. However, that issue has been
resolved, and restoration would start on the worst affected sections of
the roads, including the entrance to the Bethel Basic School and Bethel
Primary and Junior High School.
* * *
As reported in the Troubled Company Reporter on Feb. 7, 2006,
the National Water Commission of Jamaica had been criticized for
failing to act promptly in cutting its losses. For the fiscal
years 2002 and 2003, the water commission accumulated a net loss
of US$2.11 billion. The deficit fell to US$1.86 billion the
following year, and to US$670 million in 2004 and 2005.
===========
M E X I C O
===========
ALLIS-CHALMERS: Moody's Lifts Rating to B2 on Strong Performance
----------------------------------------------------------------
Moody's Investors Service upgraded Allis-Chalmers Energy, Inc.'s
Corporate Family Rating to B2 from B3, its Probability of Default Rating
to B2 from B3, and its senior unsecured note ratings to B2 (LGD 4, 55%)
from B3 (LGD 4, 53%). The rating outlook is stable.
This rating action ends a review for possible upgrade initiated on Jan.
16, 2007. The company's SGL-2 speculative grade
liquidity rating was not affected by the rating actions.
The rating upgrade reflects:
(1) ALY's strong financial performance, stemming from
historically robust industry fundamentals and the
company's success thus far in integrating its
acquisitions;
(2) its increased scale and diversification, both by product
line and geographically, which has been primarily
achieved through acquisitions; and
(3) management's willingness to issue equity to fund a
significant portion of material acquisitions.
The stable outlook reflects a supportive sector outlook, albeit not as
strong as the last two years, and incorporates the assumption that ALY
will continue to fund material acquisitions with a sufficient equity
component. Given the recent ratings upgrade, a positive outlook or
ratings upgrade is unlikely over the near-term. Despite ALY's improved
scale and strong performance to date, the company continues to face
valuation
and performance risk inherent to a proportionately high level of
acquisitions priced during up-cycle conditions and event risk and
integration risk resulting from its aggressive growth strategy. The
rating or outlook could be pressured if ALY falls materially short of its
forecasts or conducts material leveraged acquisitions without visibility
for near-term debt reduction.
Management's growth strategy has improved the company's product and
service capabilities; enhanced its market positions in several of its
product lines, particularly in the domestic rental tools market; increased
its geographic diversification, with exposure to both onshore and offshore
domestic markets, as well as Argentina; and provided for greater economies
of scale. Nevertheless, Moody's notes that a large proportion of ALY's
earnings and cash flow remain dependent on highly cyclical
drilling activity. In addition, ALY faces both operating risks associated
with being a recent entrant into the land drilling rig contracting
business and political risk and economic instability in Argentina.
Strong industry fundamentals and ALY's success thus far in integrating its
acquisitions have resulted in the company generating strong financial
results reasonably commensurate with forecasts. ALY generated EBITDA of
approximately $46 million in the first quarter of 2007, with EBITDA
margins of approximately
34%, which compares favorably to its B2 rated peers and represents
substantial growth versus EBITDA levels of $13 million for the prior year
period. Debt/EBITDA was approximately 2.9x based on annualized first
quarter 2007 EBITDA, and EBIT/Interest was 2.3x. However, given the
recent
vintage of most of its business structure, it remains unclear how the
company will perform in a cyclical downturn.
Through two equity issuances over the past year, management has
demonstrated its willingness to finance material acquisitions with a
substantial equity component. In January of this year, ALY issued $100
million in equity to fund a portion of its $342 million acquisition of Oil
& Gas Rental Services. This follows the company's $47 million equity
issuance in August 2006, proceeds of which were used to partly fund the
$135 million DLS acquisition. In addition, the company issued $51 million
of equity to the sellers of OGR and approximately $33 million to the
sellers of DLS. The January equity issuance and de-leveraging provides a
degree of financial cushion supportive of the B2 rating in light of the
risks associated with ALY's aggressive acquisition strategy. Moody's
expects that ALY will remain acquisitive, which could result in increased
leverage levels. While management has stated that it intends to continue
to issue equity to fund a meaningful portion of material acquisitions,
equity market access may not be as supportive during weaker points in the
cycle.
Allis-Chalmers Energy, Inc. is headquartered in Houston, Texas.
AMF BOWLING: S&P Cuts Rating to B on Planned US$285MM Facilities
----------------------------------------------------------------
Standard & Poor's Ratings Services changed its bank loan and recovery
ratings on the proposed senior secured financing of Mechanicsville,
Virginia-based AMF Bowling Worldwide Inc. (B/Negative/--), following a
change in the final capital structure since the time of the original
rating.
S&P lowered the rating on the proposed US$285 million first-lien credit
facilities to 'B' from 'B+'. The recovery rating was revised to '2',
indicating the expectation for substantial recovery in the event of a
payment default, from '1'. The
first-lien credit facilities consist of a US$40 million revolving credit
facility due 2012 and a US$245 million term loan B due 2013.
The bank loan rating on the company's US$80 million second-lien term loan
due 2013 remains unchanged at 'CCC+', two notches below the corporate
credit rating on AMF. The '5' recovery rating indicates the expectation
for negligible recovery in the event of a payment default because of the
loan's junior lien position and the substantial amount of first-lien debt.
Ratings List
AMF Bowling Worldwide Inc.
Corporate Credit Rating B/Negative/--
US$80 Mil Second-Lien Term Loan CCC+
Recovery Rating 5
Ratings Lowered
AMF Bowling Worldwide Inc.
To From
-- ----
US$285 Mil First-Lien Credit Facilities B B+
Recovery Rating 2 1
The company has operations in Italy, Japan, and Mexico.
BALLY TOTAL: Closes US$18 Million Canadian Fitness Centers Sale
---------------------------------------------------------------
Bally Total Fitness has closed on the sale of its Toronto, Canada
facilities to Extreme Fitness, Inc. and GoodLife Fitness Centres Inc.,
realizing net cash proceeds of approximately US$18 million.
"The strategic sale of our Canadian operations will better enable us to
focus on our U.S. operations and leveraging our industry-leading fitness
brand," said Don R. Kornstein, interim Chairman and Chief Restructuring
Officer of Bally Total Fitness. "This is a significant step in reshaping
the operational footprint for Bally Total Fitness as we continue to focus
on this important element of our restructuring."
Mr. Kornstein added, "The proceeds from the transaction will be reinvested
into our business and increase our liquidity at June 1, 2007, to
approximately US$60 million."
"The addition of the Bally clubs is a springboard to propelling GoodLife
toward our goal of 100 clubs in Toronto," said David Patchell-Evans, CEO
and founder of GoodLife Fitness. "GoodLife is a 'Made in Canada' solution
to fitness: 28 years of experience in the business and an award recipient
of Canada's 50 Best Managed Company award 2003-2006 and the Consumer
Choice Award for GTA 2001-2007. Our intent is to bring that same high
quality of expertise in the fitness and wellness field to servicing these
new clubs and our new members."
Jim Solomon, Chief Executive Officer of Extreme Fitness, added, "We are
buying these great locations based on the fact that they match the quality
and prestige of our current six Extreme Fitness clubs. Once the 20
million dollar renovation is complete, Extreme Fitness will have the 12
nicest health clubs in the city."
Based in Chicago, Illinois, Bally Total Fitness Holding Corp.
(NYSE: BFT) -- http://www.Ballyfitness.com/-- is a commercial
operator of fitness centers in the U.S., with over 400
facilities located in 29 states, Mexico, Canada, Korea, China
and the Caribbean under the Bally Total Fitness(R), Bally Sports
Clubs(R) and Sports Clubs of Canada (R) brands. Bally offers a
unique platform for distribution of a wide range of products and
services targeted to active, fitness-conscious adult consumers.
* * *
As reported in the Troubled Company Reporter on April 19, 2007,
Moody's Investors Service downgraded all the credit ratings
of Bally Total Fitness Holding Corporation after its failure to
make the April 16, 2007 interest payment on US$300 million
principal amount of senior subordinated notes.
BENQ CORP: Enters Into NFC Contract with Sirit
----------------------------------------------
BenQ Corporation has secured a Near Field Communications
(NFC) contract with Sirit Inc.
The contract calls for Sirit to serve as BenQ's supplier of embedded NFC
software and technology engineering services for BenQ's forthcoming NFC
mobile smartphones and handsets. This design win further validates the
value proposition and expertise of Sirit's NFC team in helping OEMs
shorten their development cycles and time to market for NFC-enabled
devices.
"Given the significant and immediate opportunity for NFC handsets in the
Asia Pacific region and globally, time to market is critical to our
success," said Dr. SS Chen, the Associated Vice President of Mobile
Communication Business Group of BenQ Corporation. "We chose Sirit's NFC
team to help us in our development of NFC handsets based on their early
involvement in the NFC market. Leveraging their demonstrated expertise
with
embedded NFC software and successes working with OEMs, we are confident in
the Sirit's NFC team's ability to help accelerate our time to market."
"BenQ is a multi-billion dollar Taiwan-based technology innovation leader,
supplying mass-market consumer devices including smartphones, displays,
and digital home peripherals," commented Chris Leong, Vice President, NFC
and Contactless at Sirit Inc. "We are honoured that BenQ has chosen
Sirit's NFC team as its supplier of embedded NFC software and services. We
look forward to helping BenQ capitalize on the NFC opportunity in the Asia
Pacific region and beyond."
About Sirit Inc.
Sirit Inc. (TSX: SI) is a provider of Radio Frequency
Identification solutions worldwide. Harnessing the power of Sirit's
enabling-RFID technology, customers are able to more rapidly bring high
quality RFID solutions to the market with reduced initial engineering
costs. Sirit's products are built on more than 13 years of RF domain
expertise addressing multiple frequencies (LF/HF/UHF), multiple protocols
and are compliant with global standards. Sirit's broad portfolio of
products and capabilities are easily customized to address new and
traditional contactless market applications including Near Field
Communication, Supply Chain & Logistics, Cashless Payment (including
Electronic Tolling), Access Control, Automatic Vehicle Identification,
Inventory Control & Management, Asset Tracking and Product Authentication.
About BenQ Corp.
Headquartered in Taiwan, Republic of China, BenQ Corp., Inc. --
http://www.benq.com/-- is principally engaged in manufacturing,
developing, and selling of computer peripherals and
telecommunication products. It is also a major provider of 3G
handsets, camera phones, and other products.
BenQ Mobile GmbH & Co., the company's German-based wholly owned
subsidiary, filed for insolvency in Munich on Sept. 29, 2006,
after BenQ Corp.'s board decided to discontinue capital
injection into the mobile unit in order to stem unsustainable
losses. The collapse follows a year after Siemens sold the
company to Taiwanese technology group BenQ. BenQ Mobile has
lost market share against giant competitors.
A Munich Court opened insolvency proceedings against BenQ Mobile
GmbH & Co OHG on Jan. 1 after the company failed to secure a
buyer by the Dec. 31, 2006 deadline.
* * *
The Troubled Company Reporter - Asia Pacific reported on Dec. 5,
2006, that Taiwan Ratings Corp., assigned its long-term twBB+
and short-term twB corporate credit ratings to BenQ Corp. The
outlook on the long-term rating is negative. At the same time,
Taiwan Ratings assigned its twBB+ issue rating to BenQ's
existing NT$7.05 billion unsecured corporate bonds due in 2008,
2009, and 2010. The ratings reflect BenQ's continuing operating
losses from its handset operations and high leverage, and the
competitive nature and low profitability of the LCD monitor
industry.
BEST MANUFACTURING: Ch. 7 Trustee Taps Norris as Special Counsel
----------------------------------------------------------------
The United States Bankruptcy Court for the District of New Jersey gave
Stacey L. Meisel, the Chapter 7 Trustee for Best Manufacturing Group LLC
and its debtor-affiliates, authority to employ Norris McLaughlin and
Marcus PA as her special counsel.
As reported in the Troubled Company Reporter on June 4, 2007,
Norris McLaughlin is expected to:
a) represent the Trustee as Special Litigation Counsel, in
connection with the potential causes of action held by the
Debtors' against insiders and others;
b) represent the Trustee in connection with matters involving
BMG Investors LLC and baker Realty of New Jersey LLC; and
c) perform tasks assigned by the Trustee, in connection with
the Debtors' cases, which are not duplicative with the
Trustee's general counsel.
Morris S. Bauer, Esq., a member at Norris McLaughlin and Marcus PA, told
the Court of the firm's hourly rate:
Professional Hourly Rate
------------ -----------
Morris Bauer US$415
Member US$240-$515
Associate US$175-$285
Paralegal US$125-$150
Mr. Bauer assured the Court that the firm is "disinterested" as that term
is defined in Section 101(14) of the Bankruptcy Code.
Mr. Bauer can be reached at:
Norris McLaughlin and Marcus PA
P.O. Box 1018
No. 721 Route 202 - 206
Somerville, NJ 08876-1018
Tel: (908) 722-0700
Headquartered in Jersey City, New Jersey, Best Manufacturing
Group LLC -- http://www.bestmfg.com/-- and its subsidiaries
manufacture and distribute textiles, career apparel and other
products for the hospitality, healthcare and textile rental
industries with satellite operations located across the United
States, Canada, Mexico, the United Kingdom and the Philippines. The
company and four of its subsidiaries filed for chapter 11 protection on
Aug. 9, 2006 (Bankr. D. N.J. Case No. 06-17415). The case was converted
to Chapter 7 on May 3, 2007. Stacey L. Meisel was appointed as Chapter 7
Trustee on May 4, 2007. Michael D. Sirota, Esq., at Cole, Schotz, Meisel,
Forman & Leonard, P.A., represents the Debtors. Scott L. Hazan, Esq., at
Otterbourg, Steindler, Houston & Rosen, and Brian L. Baker, Esq., and
Stephen B. Ravin, Esq., at Ravin Greenberg PC, represent the Official
Committee of Unsecured Creditors. When the Debtors filed for protection
from their creditors, they estimated assets and debts of more than US$100
million.
DISTRIBUTED ENERGY: Closes US$12.5 Mil. Financing with Perseus
--------------------------------------------------------------
Distributed Energy Systems Corp. has completed the initial US$12.5 million
financing with an investment fund managed by Perseus, L.L.C. Perseus is a
merchant bank and private equity fund management company headquartered in
Washington, D.C.
Under terms of the previously announced agreement, Distributed Energy
Systems received US$12.5 million in cash from Perseus. In exchange, the
company issued Perseus 12.5% senior secured promissory notes, due on March
1, 2008 and secured by all of the assets of Distributed Energy Systems and
its material subsidiaries. The company also issued to Perseus a five-year
warrant for up to 7,954,536 shares of common stock at an exercise price of
US$0.80 per share.
The company said the definitive transaction agreement contemplates an
additional US$15 million investment by Perseus. Closing of the subsequent
investment is subject to approval by the shareholders of Distributed
Energy Systems. Proceeds from this investment would be used to repay in
full the initial US$12.5 million loan. Upon funding of this US$15
million, the company will issue a senior secured convertible promissory
note, due on Nov. 30, 2008. This note will be convertible into shares of
Distributed Energy Systems' common stock at US$1.20 per share, or at 75%
of its market price, whichever is lower, at the time Perseus makes the
investment.
Simultaneous with the issuance of the US$15 million note, Distributed
Energy Systems would issue a warrant to Perseus for up to 34,989,629
shares of common stock at exercise prices ranging from US$0.80 to US$3.00
per share. In addition, Distributed Energy Systems is pursuing
commercially reasonable efforts to sell its Proton Energy Systems
business. Further details of the financing transaction and its provisions
are contained in the company's 8-K filings.
Ambrose L. Schwallie, Distributed Energy Systems' chief executive officer,
said, "Thanks to the Distributed Energy Systems team and the knowledgeable
energy group at Perseus, we have reached an agreement that bolsters our
financial resources. It is a vital first step that, we believe, will
facilitate the action required to reach operating profitability."
Bud Cherry, chairman of the Distributed Energy Systems Board of
Directors, commented: "The closing of this initial transaction was
identified in our recent SEC filing as a critical step in the rebuilding
of the company. We are pleased that our leadership and the Perseus team
were able achieve this milestone. We welcome the support and
participation of Perseus, an experienced energy technology investor.
Distributed Energy Systems must now execute and deliver results which
create value for all of our stakeholders."
John C. Fox, senior managing director of Perseus, stated: "Distributed
generation is part of the energy wave of the future. We made an
investment in Distributed Energy Systems because we believe the company is
well positioned to capitalize on the increasing global demand for
distributed generation power technologies."
Jefferies & Company, Inc., acted as sole placement agent in connection
with the transaction.
Going Concern Doubt
As reported in the Troubled Company Reporter on March 22, 2007,
PricewaterhouseCoopers LLP expressed substantial doubt about
Distributed Energy Systems Corp.'s ability to continue as a going concern
after auditing the company's financial statements for the year ended Dec.
31, 2006. The auditing firm points to the company's recurring operating
losses and cash outflows from
operations.
About Distributed Energy Systems
Based in Wallingford, Connecticut, Distributed Energy Systems
Corp. (Nasdaq: DESC) -- http://www.distributed-energy.com/--
creates and delivers products and solutions to the emerging
decentralized energy marketplace, giving users greater control
over their energy cost, quality and reliability. The company
delivers a combination of practical, ready-today energy
solutions and the solid business platforms for capitalizing on
the changing energy landscape. The company has operations in
Mexico.
DURA AUTOMOTIVE: Wants Two Remaining Key Leases Assumed
-------------------------------------------------------
Dura Automotive Systems Inc. and its debtor-affiliates seek the U.S.
Bankruptcy Court for the District of Delaware's authority to assume their
Elkhart III and Brownsville non-residential property leases, and pay the
amounts necessary to cure each lease.
As previously reported, the Debtors conducted an analysis and review of
all their outstanding leases and identified six prepetition unexpired
leases. Four of the leases were determined to be beneficial to their
estates and are subject to a prior request for assumption under Section
365 of the Bankruptcy Code.
The Debtors believe that the two remaining leases are necessary for the
successful operation of their businesses both during and upon exit from
bankruptcy:
1. Elkhart III: 53061 Ada Drive, Elkhart, Ind.: Expires
September 2012
i. Description: This facility is approximately 100,000
square-foot manufacturing plant where the Debtors
produce a variety of their glass products, including
glass for recreational vehicles, mass transit, and
truck cabs.
ii. Cure Amount: US$27,301
iii. Basis for Assumption: Elkhart III is a critical
production facility in the Debtors' profitable glass
component division, the Creation Group. It is
conveniently located near the Debtors' other Elkhart
plants and a number of the Debtors' glass products
customers. This convenient location reduces
transport costs and allows the Debtors to meet their
customers' needs in short order. The Debtors have
determined it is in the best interests of their
estates to assume this lease because of the
competitive terms, general desirability of the
location, and the cost benefits associated therewith.
2. Brownsville: 5845 East 14th Street Brownsville, Texas:
Expires March 2013
i. Description: This contract is for a variety of
logistical and warehouse services, including 20,000
square feet of warehouse space. The agreement can be
terminated by either party with three months' written
notice to the other party before 2009 and with 120
days' notice after 2009.
ii. Cure Amount: US$0
iii. Basis for Assumption: The Brownsville Agreement
provides a variety of important logistical services
and warehousing space supporting the Debtors' Mexican
interests. As the Debtors continue to shift
production to their Mexican facilities pursuant to
the business plan, it is critical to maintain
appropriate logistical support and storage space near
those operations. Due to its convenience and the
important nature of the services rendered, the
Debtors have determined that it is in the estates'
best interest to assume the Brownsville Agreement.
About DURA Automotive
Headquarted in Rochester Hills, Michigan, DURA Automotive
Systems, Inc. -- http://www.duraauto.com/-- is an independent designer
and manufacturer of driver control systems, seating control systems, glass
systems, engineered assemblies, structural door modules and exterior trim
systems for the global automotive and recreation & specialty vehicle
industries. DURA, which operates in 63 locations, sells its products to
every major North American, Asian and European automotive original
equipment manufacturer and many leading Tier 1 automotive suppliers. It
currently operates in 63 locations including joint venture companies and
customer service centers in 14 countries.
The company has three locations in Asia, namely in China, Japan and Korea.
It has locations in Europe and Latin-America, particularly in Mexico,
Germany and the United Kingdom.
* * *
The Troubled Company Reporter - Asia Pacific reported on
November 6, 2006, that Fitch Ratings placed one tranche from one
public collateralized debt obligation and one tranche from
private CDO on Rating Watch Negative following Dura Automotive
Corp.'s filing for protection under Chapter 11.
Standard & Poor's Ratings Services lowered its corporate credit
rating on Dura Automotive Systems Inc. to 'CCC' from 'B-'. The
rating outlook is negative.
* * *
The Debtors filed for chapter 11 petition on October 30, 2006
(Bankr. District of Delaware Case No. 06-11202). Richard M.
Cieri, Esq., Marc Kieselstein, Esq., Roger James Higgins, Esq.,
and Ryan Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead
counsel for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq.,
Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of Richards
Layton & Finger, P.A. Attorneys are the Debtors' co-counsel. Baker &
McKenzie acts as the Debtors' special counsel. Togut, Segal & Segal LLP
is the Debtors' conflicts counsel. Miller Buckfire & Co., LLC is the
Debtors' investment banker. Glass & Associates Inc., gives financial
advice to the Debtor. Kurtzman Carson Consultants LLC handles the notice,
claims and balloting for the Debtors and Brunswick Group LLC acts as their
Corporate Communications Consultants for the Debtors. As of July 2, 2006,
the Debtor had US$1,993,178,000 in total assets and US$1,730,758,000 in
total liabilities. (Dura Automotive Bankruptcy News, Issue No. 6;
Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).
The Debtors' exclusive plan-filing period expires on May 23,
2007. (Dura Automotive Bankruptcy News, Issue No. 20; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/
or 215/945-7000).
DURA AUTO: Court Extends Excl. Plan-Filing Period to Sept. 30
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware further extended
Dura Automotive Systems Inc. and its debtor-affiliates' exclusive period
to file a chapter 11 plan of reorganization to Sept. 30, 2007. The Court
also extended the Debtors' exclusive solicitation period to Nov. 30, 2007.
As reported in the Troubled Company Reporter on May 18, 2007, the Debtors
said that the extension will free them through the end of September of the
potentially costly and time-consuming distraction of competing chapter 11
plan proposals.
M. Blake Cleary, Esq., at Young Conaway Stargatt and Taylor LLP,
in Wilmington, Delaware, relates that the Debtors have conveyed
their intent to formally present their five-year business plan to the
Official Committee of Unsecured Creditors on
May 31, 2007.
The Debtors provided a summary of their business plan to the
Committee's financial advisors on May 22. Among other things,
the summary contained projections regarding the Debtors' future
revenue and earnings for the years 2007 through 2012.1
Based on the information contained in the summary, and the
Debtors' agreement to present the business plan on May 31, the
Creditors Committee supports the Debtors' request for an
extension.
About DURA Automotive
Headquarted in Rochester Hills, Michigan, DURA Automotive
Systems, Inc. -- http://www.duraauto.com/-- is an independent designer
and manufacturer of driver control systems, seating control systems, glass
systems, engineered assemblies, structural door modules and exterior trim
systems for the global automotive and recreation & specialty vehicle
industries. DURA, which operates in 63 locations, sells its products to
every major North American, Asian and European automotive original
equipment manufacturer and many leading Tier 1 automotive suppliers. It
currently operates in 63 locations including joint venture companies and
customer service centers in 14 countries.
The company has three locations in Asia, namely in China, Japan and Korea.
It has locations in Europe and Latin-America, particularly in Mexico,
Germany and the United Kingdom.
* * *
The Troubled Company Reporter - Asia Pacific reported on
November 6, 2006, that Fitch Ratings placed one tranche from one
public collateralized debt obligation and one tranche from
private CDO on Rating Watch Negative following Dura Automotive
Corp.'s filing for protection under Chapter 11.
Standard & Poor's Ratings Services lowered its corporate credit
rating on Dura Automotive Systems Inc. to 'CCC' from 'B-'. The
rating outlook is negative.
* * *
The Debtors filed for chapter 11 petition on October 30, 2006
(Bankr. District of Delaware Case No. 06-11202). Richard M.
Cieri, Esq., Marc Kieselstein, Esq., Roger James Higgins, Esq.,
and Ryan Blaine Bennett, Esq., of Kirkland & Ellis LLP are lead
counsel for the Debtors' bankruptcy proceedings. Mark D. Collins, Esq.,
Daniel J. DeFranseschi, Esq., and Jason M. Madron, Esq., of Richards
Layton & Finger, P.A. Attorneys are the Debtors' co-counsel. Baker &
McKenzie acts as the Debtors' special counsel. Togut, Segal & Segal LLP
is the Debtors' conflicts counsel. Miller Buckfire & Co., LLC is the
Debtors' investment banker. Glass & Associates Inc., gives financial
advice to the Debtor. Kurtzman Carson Consultants LLC handles the notice,
claims and balloting for the Debtors and Brunswick Group LLC acts as their
Corporate Communications Consultants for the Debtors. As of July 2, 2006,
the Debtor had US$1,993,178,000 in total assets and US$1,730,758,000 in
total liabilities. (Dura Automotive Bankruptcy News, Issue No. 6;
Bankruptcy Creditors' Service, Inc., http://bankrupt.com/newsstand/or
215/945-7000).
The Debtors' exclusive plan-filing period expires on May 23,
2007. (Dura Automotive Bankruptcy News, Issue No. 20; Bankruptcy
Creditors' Service, Inc., http://bankrupt.com/newsstand/
or 215/945-7000).
FENDER MUSICAL: S&P Rates New US$100 Million Term Loan at B+
------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its loan and recovery ratings
on Fender Musical Instruments Corp.'s US$200 million proposed senior
secured credit facility, following the announcement that the company will
issue a new US$100 million, 12-month delayed-draw term loan facility, and
revise the term loan's incurrence leverage test to 4.75x from 4.5x
earlier.
The existing first-lien credit facility is rated 'B+', with a recovery
rating of '3', indicating an expectation for meaningful (50%-80%) recovery
of principal in the event of a payment default.
At the same time, S&P assigned the new US$100 million delayed-draw term
loan facility a rating of 'B+' with a recovery rating of '3'.
Although S&P do not expect the company to draw a significant amount of the
delayed-draw facility, Standard & Poor's will assess the impact upon such
a development on the company's corporate credit rating and outlook that
could result in weaker credit protection measures.
Ratings List:
Fender Musical Instruments Corp.
Corporate Credit Rating B+/Stable/--
Ratings Affirmed
Fender Musical Instruments Corp.
US$200 Million Senior Secured
Term Loan B B+ (Recovery Rating: 3)
Ratings Assigned
Fender Musical Instruments Corp.
US$100 Million Delayed-Draw
Term Loan B+ (Recovery Rating: 3)
Fender Musical Instruments Corp. -- http://www.fender.com/-- is the
world's foremost manufacturer of guitars, basses, amplifiers and related
equipment. The FMIC family includes several other distinctive musical
instrument brands: Charvel(R), Gretsch(R), Guild(R), Jackson(R),
Olympia(R), Orpheum(R), SWR(R), Squier(R) and Tacoma(R). FMIC also
manufactures a complete line of professional audio equipment under the
Fender brand, including the Passport(R) portable sound system. Fender
also offers a complete line of accessories, including strings, authorized
replacement parts, cases, straps and clothing among others.
FMIC's U.S. facilities are located in Arizona, California, Tennessee and
Washington, with international facilities in England, France, Germany,
Japan, Mexico, Spain and Sweden.
GRUPO MEXICO: Investing US$4.1 Bln in Local Mining Operations
-------------------------------------------------------------
Grupo Mexico SA, de CV, will invest about US$4.1 billion in its local
mining operations over the next five years, Business News Americas
reports.
According to Grupo Mexico's statement, part of the investment will be
allocated for the expansion of the San Luis Potosi zinc plant as well as
the development of the Angangueo mine in Michoacan and the El Arco mine in
Baja California. The firm thinks that the new projects will create about
12,139 jobs.
Grupo Mexico told BNamericas that the investment plan includes the
US$1.14-million for the Cananea mine.
As reported in the Troubled Company Reporter-Latin America on June 5,
2007, Grupo Mexico said that its unit, Industrial Minera Mexico's Cananea
copper mine in Sonora will get a capital injection of US$1.14 billion to
more than double its production capacity by 2011.
BNamericas relates that Grupo Mexico will invest some US$206 million for
the Buenavista mine construction works, and an additional US$800 million
to build a copper smelter and refinery at Guaymas. The firm will also
construct a 400-megawatt electrical plant in Guaymas for US$800 million.
Grupo Mexico told BNamericas that for the 2007-2012 period, US$834 million
will be alloted for:
-- exploration projects,
-- equipment replacement,
-- security, and
-- environmental projects.
The new projects would boost revenues by US$6.20 billion, BNamericas
states, citing Grupo Mexico.
Grupo Mexico SA de C.V. -- http://www.grupomexico.com/--
through its ownership of Asarco and the Southern Peru Copper
Company, Grupo Mexico is the world's third largest copper
producer, fourth largest silver producer and fifth largest
producer of zinc and molybdenum.
* * *
As reported in the Troubled Company Reporter-Latin America on
Dec. 29, 2006, Fitch upgraded the local and foreign currency
Issuer Default Rating assigned to Grupo Mexico, S.A. de C. V. to
'BB+' from 'BB'. Fitch said the rating outlook is stable.
GUESS?: Deutsche Bank Places Buy Rating on Firm's Shares
--------------------------------------------------------
Deutsche Bank Securities analysts have assigned a "buy" rating on Guess?
Inc's shares, Newratings.com reports.
Newratings.com relates that the target price for Guess?'s shares was set
at US$49.
The analysts said in a research note that Guess?’s evolution lets it be
less dependent on US department stores, rather than on wholesalers. It
also allows the firm be more diversified compared to apparel specialty
retailers, which are affected by "inherent cyclicality and volatility of
comps."
"Clear catalysts exist for Guess?’s performance," Newratings.com states,
citing the analysts.
Guess?, Inc. -- http://www.guess.com/-- designs, markets,
distributes and licenses a lifestyle collection of contemporary
apparel, accessories and related consumer products. The company
owns and operates retail stores in the United States, Canada and
Mexico. The company also distributes its products through
better department and specialty stores around the world.
* * *
As reported in the Troubled Company Reporter-Latin America on
Dec. 8, 2006, Standard & Poor's Ratings Services raised its
ratings on Los Angeles-based specialty apparel retailer Guess?
Inc. to 'BB' from 'BB-'. S&P said the outlook is positive.
INVISTA B.V.: S&P Lifts Rating on US$2.05-Bil. Facility to BB+
--------------------------------------------------------------
Standard & Poor's Ratings Services raised its rating on the
US$2.05 billion senior secured credit facility of INVISTA B.V.
(BB/Stable/-B-1).
The senior secured rating was raised to 'BB+' from 'BB', and the recovery
rating was revised to '1' from '2'. The facility consists of two US$200
million revolving credit facilities and term loans with a remaining
balance of about US$1.2 billion. The new ratings indicate S&P’s
expectation that the credit facility lenders would receive full recovery
of principal in a payment default. The upgrade was prompted by a
re-evaluation of recovery prospects using an enterprise-value as opposed
to discrete asset-value approach.
The corporate credit rating and 'B+' senior unsecured debt ratings on
INVISTA remain unchanged.
"The ratings on INVISTA reflect business risks that include industry
cyclicality, raw material cost volatility, and intense Asian competition
in some product categories. They also reflect an aggressive financial
profile resulting from a major acquisition--the April 2004 purchase of the
former DuPont Textiles & Interiors business of E.I. DuPont de Nemours &
Co.," said Standard & Poor's credit analyst Cindy Werneth. "These
negatives are mitigated by INVISTA's satisfactory business profile as a
leading global manufacturer and marketer of fibers and intermediates, with
more than US$9 billion in annual revenues and a diversified product
portfolio."
Ratings List
INVISTA B.V.
Corporate Credit Rating BB/Stable/B-1
Ratings Revised
To From
-- ----
Sr Scrd Bank Loan BB+ BB
Recovery Rating 1 2
Headquartered in Wichita, Kansas, Invista B.V. -- http://invista.com/ --
manufactures textile and polymer. Invista is composed of five business
units -- Apparel, Interiors, Intermediates, Performance and Textile
Fibers, and Polymers and Resins. Invista owns more than 700 unique
pending or granted U.S. patents, with corresponding patents in almost all
of the countries where it has a business presence. It has operations in
China, Switzerland and Mexico.
PQ CORP: Carlyle Deal Cues S&P to Put Ratings on Negative Watch
---------------------------------------------------------------
Standard & Poor''s Ratings Services placed its ratings on PQ Corp. on
CreditWatch with negative implications. The corporate credit rating on
the Berwyn, Pennsylvania-based specialty chemical producer is 'B+'.
"The CreditWatch action followed PQ Corp.'s announcement that The Carlyle
Group agreed to acquire the parent company of PQ from existing equity
holder J.P. Morgan Partners LLC.," said Standard & Poor's credit analyst
Paul Kurias.
The estimated value of the transaction is US$1.5 billion, and it is
expected to close in the third quarter of 2007, subject to regulatory
review and customary closing conditions.
"We believe that the transaction may result in a weaker financial profile
for PQ because of the potential for higher levels of debt in the capital
structure," Mr. Kurias said. "We will resolve the CreditWatch listing
after meeting with management and reviewing the financial policy and plans
for a revised capital structure."
PQ Corp. is a specialty chemical producer with more than
US$700 million in annual sales.
Headquartered in Berwyn, Pennsylvania, PQ Corp. -- http://www.pqcorp.com/
-- manufactures silicate, zeolite, and other performance materials serving
the detergent, pulp and paper, chemical, petroleum, catalyst, water
treatment, construction, and beverage markets. It is a global enterprise,
operating in 19 countries on five continents, and along with its chemical
businesses, includes Potters Industries, a wholly owned subsidiary, which
is a leading producer of engineered glass materials serving the highway
safety, polymer additive, metal finishing, and conductive particle
markets. The company has operations in China, Korea, Mexico, and Italy,
among others.
WARNER MUSIC: Fitch Comments on Risk of Potential Bid for EMI
-------------------------------------------------------------
While it is currently uncertain whether Warner Music Group Corp.
(Warner; IDR rated 'BB-' with a Stable Outlook by Fitch) will make a
competing bid for EMI Group Plc (EMI), any theoretical bid for EMI would
likely result in a Rating Watch Negative for Warner's ratings and its
subsidiaries, according to Fitch Ratings.
EMI recently accepted an offer of approximately US$6.4 billion from
private equity firm Terra Firma (including the assumption of approximately
US$1.6 billion of net debt). The risks and mitigating factors of Warner
making an offer have always been factored into Fitch's ratings of Warner
and its subsidiaries.
While the ratings on the individual debt securities would also likely be
placed on Rating Watch Negative under such a scenario, Fitch points out
several mitigating factors for lenders of all debt security classes within
Warner. These include uncertainty regarding regulatory approval,
potential cost-saving synergies, potential asset sale proceeds, and,
importantly, covenant packages in existing debt
documents that could make a significantly debt-financed acquisition
difficult without redeeming existing debt or getting concessions from such
holders.
Fitch believes this last point should provide some level of protection for
existing Warner and subsidiary lenders. Warner's operating subsidiary,
WMG Acquisition Corp., has a secured bank facility that contains several
financial covenants that would be out of compliance should Warner incur
material amounts of additional debt.
For example, the facility contains a maximum leverage ratio of 4.85 times,
which Fitch estimates Acquisition currently has less than US$500 million
additional debt capacity. Further, indentures governing Notes issued by
Acquisition and its parent company, WMG Holdings Corp., contain fixed
charge coverage covenants that would likely be tripped under a
significantly debt-financed acquisition. While these covenants give
Warner more room than the Acquisition bank facility covenants, Fitch
estimates the company generally has debt capacity of less than
US$1.5 billion under these covenants. The Acquisition indenture also has
Restricted Payment covenants that would make it difficult for Warner to
complete the transaction by raising the debt at Holdings since it must be
serviced through dividends by Acquisition.
By Fitch's estimates, proforma for EMI cash flows and existing debt do not
improve debt capacity under any of these covenants. It should be noted
that Fitch has become generally more skeptical related to covenant
compliance under transformational deals, as several companies across the
corporate space have subverted such protections over the last few years.
However, those subversions typically related to Limitation on Secured Debt
language, not financial covenants.
From an operating standpoint, notwithstanding expected one-time
restructuring costs, Fitch expects recent weakness in Warner's
year-to-date results to be partially offset with third and fourth quarter
releases. Warner has occupied several spots on the Billboard 200 top 10
over the last month, including Linkin Park's “Minutes to Midnight,” which
sold more first week copies than any other album released this year.
Warner Music Group Corp. (NYSE: WMG) -- http://www.wmg.com/--
is a music company that operates through numerous international
affiliates and licensees in more than 50 countries. Warner
Music maintains international operations in Argentina,
Australia, Brazil, Canada, Croatia, Denmark, France, Germany,
Greece, Hong Kong, Hungary, India, Ireland, Malaysia, Mexico,
Thailand, Philippines and the United Kingdom, among others.
WESTERN UNION: March 31 Balance Sheet Upside-Down by US$172.4MM
---------------------------------------------------------------
The Western Union Company reported financial results for the first quarter
of 2007. It had total assets of US$5.3 billion, total liabilities of
US$5.5 billion, and total stockholders’ deficit of US$172.4 million as of
March 31, 2007.
In the first quarter 2007, total revenues were US$1.1 billion, as compared
with US$1 billion in the first quarter 2006. Revenue growth in the first
quarter was slightly slower than expected as a result of the ongoing
challenges within the U.S. domestic, Mexico and U.S. outbound markets as
well as lower revenue from westernunion.com, the company’s Internet
service, in the U.S., where Western Union and card issuing banks
implemented additional controls to help protect themselves and consumers
from credit and debit card fraud.
First quarter operating income of US$305 million and the 27% operating
income margin included US$15 million of incremental independent public
company expenses compared to the first quarter of 2006.
Net income of US$193 million for the first quarter 2007 included
US$48 million in incremental pre-tax interest expense compared to the
first quarter of 2006. The effective tax rate for the quarter was about
31.5%. Net income for the first quarter 2006 was US$219.8 million.
Highlights of First Quarter
During the first quarter, Western Union repurchased 5.2 million shares for
US$113 million at an average cost of US$21.70 per share. Under Western
Union’s stock buyback program, US$867 million is available to repurchase
stock through 2008. Capital expenditures were US$38 million.
During the first quarter 2007, the company opened its 300,000th agent
location, finished quarter with more than 305,000 agent locations.
Capital Resources and Liquidity
At March 31, 2007, and Dec. 31, 2006, US$1,216.7 million and
$942.1 million, respectively, of the company’s cash and cash equivalents
were held by foreign entities.
At March 31, 2007, the company has outstanding borrowings, which were
incurred in connection with the spin-off from First Data, of US$3.3
billion, consisting of US$282.9 million in commercial paper and other
short-term notes payable, US$500 million in unsecured floating rate notes,
and US$2.5 billion in unsecured fixed-rate notes with maturities ranging
from 2011 to 2036.
The company expects 2007 cash flows provided from operating activities to
be about US$900 million, which is lower than 2006 due to significantly
higher interest payments and incremental public company expenses as well
as other anticipated working capital fluctuations, including increased
expected income tax payments in 2007 due to an election to defer the
payment of fourth quarter accrued United States federal income taxes to
2007. Dividends paid to stockholders in the future are likely to be
significantly less than those previously paid to First Data.
Commenting on the quarter, president and chief executive officer Christina
Gold said, "We are pleased to have delivered solid EPS with strong cash
flow this quarter. Our international consumer-to-consumer business, which
accounts for more than 60% of total revenue, continued its strong
performance. Our consumer-to-business segment posted solid 13% revenue
growth, with an operating income margin exceeding 30%. Also during the
quarter, we added key agents in both send and receive markets, implemented
new pricing and foreign exchange strategies, and we connected with our
consumers through media campaigns, sponsorships, and grassroots marketing
initiatives.”
Ms. Gold noted, “We are confident that we understand the market dynamics
and we believe that we are taking the appropriate steps to improve growth
within these markets. We have a talented new leadership team in our
Americas businesses, and I am pleased with the direction and decisions
these leaders have taken in the past few weeks.”
Outlook
Ms. Gold added, "Western Union is well-positioned for future growth. We
have an unparalleled distribution network, recognized brands, world-class
talent, and a compelling market opportunity. With a strong focus on our
consumers and our markets and newly energized leadership in key markets,
we are confident that we are taking the right actions to generate value
for our shareholders. The investments that we are making are designed to
address the challenges we face in the U.S. and Mexico businesses as well
as the opportunities ahead of us in the consumer-to-consumer and
consumer-to-business international markets. The strength of our
international business combined with the investments we are making to
improve our U.S. businesses and the easier comparisons beginning in the
second quarter, provide me with confidence in our ability to improve
growth in the second half of this year."
About Western Union
The Western Union Company (NYSE: WU) -- http://www.westernunion.com/--
provides a range of money transfer and bill payment services worldwide,
including Belgium, Brazil and the Philippines. It offers various
consumer-to-consumer money transfer services, primarily through a network
of third-party agents using multi-currency and real-time money transfer
processing systems.
===========
P A N A M A
===========
CABLE & WIRELESS: Seeks Investors' Support on Incentive Pay Plan
----------------------------------------------------------------
Cable & Wireless Chairperson Richard Lapthorne is seeking the firm's
biggest investors to back a new incentive pay plan that could give him
over GBP10 million in three years, Kate Burgess at Financial Times
reports.
According to Financial Times' Ms. Burgess, the new package comes just a
year after Mr. Lapthorne angered investors due to a scheme he promoted
that would pay "private equity-style rewards" to Cable & Wireless' top
officials.
Financial Times' Ms. Burgess relates that Cable & Wirless is consulting
its biggest shareholders on the new scheme, which would add to the 2006
plan. Under the scheme, Mr. Lapthorne would be paid GBP10 million by 2010
as long as the firm's "total return to shareholders is in the top tier"
among global telecoms operators. Shareholders will be able to vote on the
scheme during the July 20 yearly meeting.
Cable & Wireless shareholders would likely object the company's proposals,
as they don't approve of performance-based incentive schemes for
non-executives and chairpersons of firms, Financial Times' Ms. Burgess
says, citing pay experts and shareholders.
"It is very unusual for a part-time chairman to participate in an
incentive arrangement," Katharine Turner, a principal at Towers Perrin for
pay consultants, commented to Financial Times' Ms. Burgess.
According to the report, the scheme was partly designed as a "retention
measure."
Mr. Lapthorne is supervising a recovery strategy for Cable & Wireless,
"which had underperformed and issued a series of profits warnings over
several years," Financial Times' Ms. Burgess states.
Headquartered in London, Cable & Wireless PLC --
http://www.cw.com/new/-- provides voice, data and IP (Internet
Protocol) services to business and residential customers, as
well as services to other telecoms carriers, mobile operators
and providers of content, applications and Internet services.
Its principal operations are in the United Kingdom, continental
Europe, Asia, the Caribbean, Panama and the Middle East.
* * *
Cable & Wireless Plc carry these ratings:
* Moody's Investors Service
-- Long-Term Corporate Family Rating: Ba3
-- Senior Unsecured Debt: B1
-- Short-Term: NP
-- Outlook: Negative
* Standard & Poor's
-- Long-Term Foreign Issuer Credit Rating: BB-
-- Long-Term Local Issuer Credit Rating: BB-
-- Short-Term Foreign Issuer Credit Rating: B
-- Short-Term Local Issuer Credit Rating: B
-- Outlook: Negative
=======
P E R U
=======
* PERU: Gets US$150 Million Financing from World Bank
-----------------------------------------------------
The World Bank’s Board of Directors today approved a US$150 million loan
for Peru to improve results in health, nutrition and primary education by
defining standards and setting goals for the outcomes families should
expect for their children.
"Peru has expanded the coverage of basic social programs over the past 15
years. It now seeks to improve their quality," said Marcelo Giugale, World
Bank Director for Bolivia, Ecuador, Peru, and Venezuela. "The central
objective of the government’s program is to ensure that all Peruvian
children have access to adequate health, nutrition and education. This is
a very wise investment in the country's future, and the Bank is honored to
support it."
Although Peru is a middle-income country, with near-universal coverage of
primary education, only 15 percent of second grade students presently
reach full sufficiency in literacy and roughly half are unable to read at
all. In health, 25 percent of births nationwide are still not
institutionally supported (rising to 45 percent in the 10 poorest
departments), hampering efforts to reduce maternal and peri-natal
mortality. Fully 30 percent of five year old children in Peru are
chronically malnourished. In each case, the outcomes are particularly poor
in rural areas and among indigenous communities.
The Results and Accountability (REACT) Development Policy Loan will
strengthen Peru’s basic education, health and nutrition services by
supporting the following activities:
* Promoting transparent performance standards and encouraging
parents and local governments to demand improvements.
* Assisting the ministries of Education, Health, and
Women/Social Development to set standards for children’s
learning, health and nutrition outcomes, and establish
goals for the proportion of children achieving them.
* Developing monitoring systems to track the performance of
all health posts and schools, and to provide reports for
parents on the health, nutrition and learning status of
their children.
* Improving service quality, reducing exclusion, improving
targeting and increasing the participation of poor
communities in budgeting and program monitoring.
This is the first in a planned series of three Development Policy Loans to
support the strengthening of Peru’s social sector. The REACT DPL series
is expected to improve second grade literacy (especially in rural
schools), increase access to institutional births in the 10 poorest
departments (covering a third of the population), and increase coverage of
individualized growth monitoring and counseling for children under 24
months of age in areas with a high incidence of chronic malnutrition.
“The operation will support the development of a results-oriented social
sector, in the context of the decentralization of education, health and
nutrition programs,” said Ian Walker, World Bank task manager for the
operation. “In addition, it will improve the quality of the labor force
through improved human capital formation, by increasing the proportion of
Peru’s children who grow properly, and who can read fluently.”
The US$150 million, fixed-spread loan is repayable in 10.5 years,
including six years of grace.
* * *
As reported in the Troubled Company Reporter-Latin America on
March 2, 2007, Standard & Poor's Ratings Services assigned its
'BB+' foreign currency credit rating to the Republic of Peru's
(BB+/Stable/B foreign, BBB-/Stable/A-3 local currency sovereign
credit ratings) US$1.24 billion global bond due in 2037 issued
as part of a new liability management operation
=====================
P U E R T O R I C O
=====================
DORAL FINANCIAL: To Meet with FBOP CORP To Discuss Offer
--------------------------------------------------------
Following a review by Doral Financial Corporation's board of directors of
the previously reported unsolicited proposal letter received from FBOP
Corporation, a privately held bank holding company, the board has directed
Doral's management team and advisors to meet with representatives of FBOP
to discuss and seek to clarify the terms of that proposal, including a
process for FBOP to conduct due diligence, a condition described in FBOP's
letter.
The Doral board also authorized such diligence, subject to FBOP's
execution of an appropriate confidentiality agreement.
As reported in the Troubled Company Reporter on June 6, 2007, Doral
Financial said that it received a US$610-million unsolicited takeover bid
from FBOP, which is eyeing an 80% stake in the company's common stock for
US$1.41 per share. Shareholders would keep the 20% stake.
Doral's board has reached no conclusion as to whether or not the FBOP
proposal constitutes a "Superior Proposal" under the existing Stock
Purchase Agreement dated as of May 16, 2007, with Doral Holdings Delaware,
LLC, or Holdings, a newly formed entity in which Bear Stearns Merchant
Banking and other investors, including Marathon Asset Management, Perry
Capital, the D.E. Shaw group, Tennenbaum Capital Partners, Eton Park
Capital Management, Goldman Sachs & Co., Canyon Capital Advisors and GE
Asset Management, will invest. The Stock Purchase Agreement with Holdings
remains in full force and effect.
Doral said there is no action for Doral shareholders to take at this time
with respect to the FBOP proposal.
BNamericas relates that Soleil Securities analyst Anthony Polini is
positive that Doral Financial will still be committed to its original
recapitalization plan, as chairperson Dennis Buchert said in a letter to
the board that "great progress has already been made in the past several
weeks toward completing our [previously announced] proposed transition."
Mr. Polini said in a report, "It may prove to be much more difficult for
existing Doral shareholders to monetize their investment under the
unsolicited proposal from FBOP."
Fitch analyst Peter Shimkus commented to BNamericas, "I would assume some
banks and other financial institutions are looking at the deal and might
be able to come up with something. I would not be surprised if another
offer comes over the next week or so."
Based in New York City, Doral Financial Corp. (NYSE: DRL) --
http://www.doralfinancial.com/-- is a diversified financial
services company engaged in mortgage banking, banking,
investment banking activities, institutional securities and
insurance agency operations. Its activities are principally
conducted in Puerto Rico and in the New York City metropolitan
area. Doral is the parent company of Doral Bank, a Puerto Rico
based commercial bank, Doral Securities, a Puerto Rico based
investment banking and institutional brokerage firm, Doral
Insurance Agency Inc. and Doral Bank FSB, a federal savings bank
based in New York City.
* * *
As reported in the Troubled Company Reporter on May 21, 2007,
Fitch Ratings has lowered Doral Financial Corporation's ratings
as:
Doral Financial Corporation
-- Long-term Issuer Default Rating to 'B' from 'B+';
-- Senior debt to 'B-' from 'B';
-- Preferred stock to 'CCC' from 'CCC+';
-- Individual to 'E' from 'D/E'.
Doral Bank
-- Long-term Issuer Default Rating to 'B+' from 'BB-';
-- Long-term deposits to 'BB- from 'BB';
-- Individual to 'D' from 'C/D'.
Fitch said the ratings remain on Rating Watch Negative.
Moody's Investors Service is continuing its review of Doral
Financial Corporation for possible downgrade. The ratings have
been on review for possible downgrade since Jan. 5, 2007, when
Doral was downgraded to B2 from B1 for senior debt. The review
has centered on Doral's prospects for refinancing US$625 million
of debt maturing in July.
HORIZON LINES: Appoints Four Class II Directors
-----------------------------------------------
Horizon Lines, Inc.'s shareholders of record as of the close of
business on April 6, 2007, have elected four Class II directors. Admiral
Vern Clark U.S.N. (Ret.), Dan A. Colussy, William J. Flynn and Francis
Jungers were elected to serve for three-year terms or until their
successors are duly elected and qualified. In addition, the shareholders
voted to ratify the appointment of Ernst & Young LLP as the company's
independent registered public accounting firm for its fiscal year ending
Dec. 23, 2007, and to amend the company's certificate of incorporation to
increase the maximum number of directors from 11 to 13.
Admiral Clark was nominated on Jan. 30, 2007, to join Horizon Lines' Board
of Directors effective with the 2007 Annual Meeting. Admiral Clark
retired from the Navy in September 2005 following 37 years of
distinguished military service. Clark's Navy experience culminated in the
halls of the Pentagon as the Chief of Naval Operations and a member of the
Joint Chiefs of Staff.
Headquartered in Charlotte, North Carolina, Horizon Lines Inc.
(NYSE: HRZ) -- http://www.horizonlines.com/-- is a Jones Act
container shipping and integrated logistics company and is the
parent company of Horizon Lines Holding Corp. and Horizon Lines
LLC. The company accounts for approximately 37% of total U.S.
marine container shipments from the continental U.S. to the
three non-contiguous Jones Act markets -- Alaska, Hawaii, and
Puerto Rico, and Guam.
* * *
As reported in the Troubled Company Reporter on Dec. 13, 2006,
Moody's Investors Service affirmed Horizon Lines LLC's senior
secured rating at Ba2, and LGD2 to 18% from 20%.
The company also carries Standard & Poor's 'B' long-term foreign
and local issuer credit ratings.
HORIZON LINES: Re-Elects Chuck Raymond as Chairman & CEO
--------------------------------------------------------
Horizon Lines, Inc.'s Board of Directors, on June 5, 2007, met immediately
after conclusion of the company's annual meeting of shareholders. The
Board reappointed the company's Executive Officers, including Charles G.
"Chuck" Raymond as Chairman, President and CEO.
The Board also filled two vacancies, selecting Alex Mandl and Thomas P.
Storrs to serve as Class I and Class III directors respectively. Both
were declared "Independent" directors by the Board and both were assigned
to serve on the company's Audit Committee.
Mr. Mandl is currently Executive Chairman of the Board of Gemalto, and was
formerly President and CEO of Gemplus International, now merged into
Gemalto. Mr. Mandl has held several senior executive positions including
CEO of Teligent and Sea-Land Service, Inc., the domestic and international
predecessor of Horizon Lines and President and COO of AT&T.
Mr. Storrs is currently Senior Executive Director, Corporate Planning and
Control and a Director of Takata Corporation Tokyo, Japan. Mr. Storrs has
held numerous senior management positions with Takata and affiliated
companies since Takata acquired Burlington Industries in 1988 when Mr.
Storrs was its Vice President Operations and Controller including
President and COO of TK Holdings Inc. and Inflation Systems Inc. Takata
Corporation is a major publicly-held (Tokyo Stock Exchange) manufacturer
of automotive parts and equipment with over 35,000 employees.
Chuck Raymond stated, "Alex Mandl possesses a wealth of knowledge of the
transportation field and is respected worldwide for his leadership at
Sea-Land in the late eighties. He has an incredible depth of knowledge of
technology and its applications. Alex will be a valuable guide to help
Horizon Lines continue to excel in areas of logistics technology.
"Tom Storrs brings a strong, contemporary business strategy focus to our
Board at a time when the company's balance sheet is healthy and able to
support related industry growth.
"On behalf of the Board and the corporation and its shareholders we are
delighted and honored to welcome Mr. Mandl and Mr. Storrs to our board of
directors and look forward to their making substantial contributions to
the continued success of our organization," said Mr. Raymond.
JETBLUE AIRWAYS: Working with Google for Flight Tracking Channel
----------------------------------------------------------------
JetBlue Airways Corporation has partnered with Google Maps to provide
customers with a real-time flight tracking channel on its signature
seatback televisions to map the aircraft's route. To celebrate, the
low-fare, high-frills airline is launching a "JetBlue Point of View" photo
contest(a), inviting customers to share their own summer travel routes on
a Google Maps mash-up on http://www.jetblue.com/google
Customers can enter the contest by visiting the said Web site and
submitting their favorite photo taken from the window of any JetBlue
flight scheduled between June 5 and September 3. One photo can be
submitted per email address along with the date of travel, origin and
destination cities, and the approximate location of where the photo was
taken in-flight. As an option, customers can also submit the name of the
JetBlue plane that flew them to their destination. JetBlue will post
customer photos to a Google Maps mash-up, where customers can vote on
their favorite shots at the end of the summer. Based on customer votes,
the top 10 photographers will receive roundtrip travel for two to any of
the airline's 54 destinations.
"We're constantly looking for ways to enhance our customers' in-flight
experience," said Brett Muney, Manager Product Development for JetBlue.
"With the addition of Google's advanced mapping technology, our customers
can enjoy a seat with a view -- tracking their flight's altitude, speed
and location on the way to their destination. We look forward to future
product developments with Google as we continue to innovate our in-flight
entertainment options and other products."
"Google is pleased to provide our innovative mapping technology to
JetBlue's customers," said John Hanke, Director of Google Maps and Earth.
"We're excited to see Google Maps in use at 35,000 feet."
The moving map feature will be located on channel 13 of JetBlue's in-seat
satellite television system, provided by LiveTV. In addition to in-flight
tracking, customers can also refer their friends, family and loved ones to
the company Web site where their flights can be tracked live using
Google's technology online, including the flight's estimated departure and
arrival times.
Using this same Google Maps feature, customers will also be able to track
"Blue Betty," JetBlue's customized 1992 Airstream RV, as she takes the
JetBlue Experience on the road. Betty is an exciting and interactive way
to communicate the low-fare airline's product and brand to customers
across the country. For more information about Blue Betty and to track
where she has been and where she's headed via Google Maps, visit
www.jetblue.com/bluebetty
Customers prefer JetBlue for its low fares, generous and complimentary
name-brand snacks and comfy leather seats. The low-cost carrier is home
to the most legroom in coach and is the only airline to offer personal
seatback television screens, complete with 36 channels of free, live
DIRECTV(r) satellite service and a selection of pay-per-view movies from
FOX InFlight. The low-cost carrier's EMBRAER 190 fleet offers JetBlue
customers the same in-flight experience as the airline's A320 fleet along
with more than 100 channels of XM Satellite Radio.
In addition to these signature amenities, customers also enjoy an
in-flight snack service with a self-serve Snack Bar option at the rear of
the aircraft, as well as a rotating selection of fine wines hand-picked by
JetBlue's 'Low-Fare Sommelier,' Joshua Wesson of Best Cellars.
Based in Forest Hills, New York, JetBlue Airways Corp.
(Nasdaq:JBLU) -- http://www.jetblue.com/-- provides passenger
air transportation services primarily in the United States. As
of Feb. 14, 2006, the Company operated approximately 369 daily
flights serving 34 destinations in 15 states, Bermuda, Puerto Rico, the
Dominican Republic, and the Bahamas. The Company also provides in-flight
entertainment systems for commercial aircraft, including live in-seat
satellite television, digital satellite radio, wireless aircraft data link
service, and cabin
surveillance systems and Internet services, through its wholly
owned subsidiary, LiveTV, LLC.
* * *
As reported in the Troubled Company Reporter-Latin America on May 21,
2007, Moody's Investors Service downgraded the ratings of JetBlue Airways
Corporation debt and selected classes of JetBlue's Enhanced Equipment
Trust Certificates, including the corporate family and probability of
default ratings to B3, and the senior unsecured rating to Caa2 (LGD-5,
89%).
The Class A Certificates of JetBlue's EETC's supported by
policies issued by Aaa rated monoline insurance companies are
affirmed at Aaa. The outlook remained negative.
Downgrades:
* JetBlue Airways Corp.
-- Probability of Default Rating, Downgraded to B3 from B2
-- Corporate Family Rating, Downgraded to B3 from B2
-- Senior Secured Enhanced Equipment Trust, Downgraded to B1
from Ba3
-- Senior Unsecured Conv./Exch. Bond/Debenture, Downgraded to
a range of 89 - LGD5 to Caa2 from a range of 88 - LGD5 to
Caa1
=================================
T R I N I D A D & T O B A G O
=================================
BRISTOW GROUP: S&P Rates US$250 Million Senior Notes at BB
----------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB' rating to helicopter
service company Bristow Group Inc.'s US$250 million senior notes due 2017.
At the same time, Standard & Poor's affirmed the 'BB' corporate credit
rating and all other ratings on the company.
The outlook is negative.
Pro forma for the offering, Houston, Texas-based Bristow will have
approximately US$640 million of debt, adjusted for operating leases and
postretirement benefit obligations.
"Ratings reflect the company's exposure to the highly cyclical and
volatile oil and gas industry, exposure to weather and seasonal
fluctuations that might limit flight hours, an expanding capital spending
program, and aggressive financial leverage," said Standard & Poor's credit
analyst Aniki Saha-Yannopoulos. "These weaknesses are partially mitigated
by Bristow's significant market share and geographic diversity."
Bristow's high debt leverage, expanded capital expenditure program, and
lack of free cash flow in the near term are primary factors for the
negative outlook.
Should either the SEC or Department of Justice investigation negatively
affect Bristow, or if Bristow's operational performance or financial
measures deteriorate, then lower ratings would result. Conversely,
improved operating performance and financial measures would result in an
outlook revision to stable.
Headquartered in Houston, Texas, Bristow Group Inc. --
http://www.bristowgroup.com/-- provides helicopter transportation
services to the offshore oil and gas industry worldwide. Its services
include helicopter transportation, maintenance, search, and rescue and
aviation support, as well as oil and gas production management services.
The company operates under the brand names of Air Logistics and Bristow
Helicopters for its helicopter services, and Grasso Production Management
for its production management services. As of March 31, 2006, the company
operated 331 aircrafts and its unconsolidated affiliates operated an
additional 146 aircrafts.
The company has offices in Australia, China, India, the Netherlands,
Singapore, Trinidad and Tobago, United Kingdom, and the United States,
among others.
=============
U R U G U A Y
=============
* URUGUAY: Inks LNG & Nuclear Energy Accords with Argentina
-----------------------------------------------------------
Uruguayan energy minister Jorge Lepra and Argentine federal planning
minister Julio de Vido have signed agreements on LNG and nuclear energy,
Business News Americas reports, citing a report on Uruguay's presidential
website.
The agreements involve studying an LNG regasification plant in Montevideo
that could provide gas to all of Uruguay and greater Buenos Aires through
a gas pipeline, the same report says. Bnamericas relates that Argentina
would receive 5 million to 7 million cubic meters per day gas and the
plant would ensure
supply for Uruguay's gas consumption in the medium term.
Another part of the accords is for Argentina's national atomic energy
commission to support Uruguay's innovation, science and technology agency
in the study of nuclear energy, BNamericas says.
* * *
As reported in the Troubled Company Reporter-Latin America on May 8, 2007,
Standard & Poor's Ratings Services revised its outlook on Uruguay's 'B+'
long-term sovereign credit rating to
positive from stable. The short-term sovereign credit rating is 'B'.
On Sept 11, 2006, Fitch rated Uruguay's US$400 million issue of 5%
inflation-indexed bonds payable in U.S. dollars and maturing Sept. 14,
2018, at 'B+'.
=================
V E N E Z U E L A
=================
CMS ENERGY: Launches Offering for 7.5% Senior Notes
---------------------------------------------------
CMS Energy Corporation has commenced an offer to purchase for
cash any and all of its outstanding 7.5% Senior Notes Due 2009, CUSIP No.
125896 AH3. CMS is offering an early tender payment of US$20 per US$1,000
principal amount of Notes to holders who validly tender their Notes before
5:00 p.m., New York City time, on June 18, 2007. The Tender Offer expires
at 11:59 p.m., New York City time, on July 2, 2007.
CMS is offering to purchase any and all of the US$409 million aggregate
principal amount of Notes currently outstanding. The tender price for the
Notes is based on a fixed-spread pricing formula. CMS will also pay
accrued and unpaid interest on the Notes accepted in the Tender Offer to,
but not including, the settlement date.
Tender Price For Notes Tendered
The tender price for each US$1,000 principal amount of Notes validly
tendered and accepted for payment pursuant to the tender offer will be
calculated as of 10:00 a.m., New York City time, on the early tender date
and will be an amount equal to:
(i) the present value on July 3, 2007 of each US$1,000
principal amount of Notes and all scheduled interest
payments on the Notes from the settlement date up to and
including the maturity date, discounted on the basis of
a yield to the maturity date equal to the sum of (a) the
bid-side yield on the reference U.S. Treasury Security
as calculated by the dealer manager in accordance with
standard market practice, plus (b) the fixed spread
listed in the table below, minus
(ii) accrued and unpaid interest to, but not including, the
settlement date, minus
(iii) the early tender payment, being rounded to the nearest
cent per US$1,000 principal amount of the Notes.
Early Tender Payment
To encourage holders to tender early, CMS is offering an early tender
payment of US$20 per US$1,000 principal amount of Notes for Notes that are
validly tendered on or before the early tender date. The early tender
payment will be paid in cash on the settlement date with respect to those
Notes.
Early Tender Price
The early tender price consists of the tender price, plus the early tender
payment. Holders of Notes that validly tender (and do not validly
withdraw) Notes on or before the early tender date will be entitled to the
early tender price, plus accrued and unpaid interest to, but not
including, the settlement date. Holders of Notes that validly tender
Notes after the early tender date but on or prior to the expiration date
will be entitled to receive only the tender price, plus accrued and unpaid
interest to, but not including, the settlement date.
CMS may extend the early tender date, expiration date and settlement date
in its sole discretion.
The terms and conditions of the Tender Offer are described in CMS' Offer
to Purchase dated June 5, 2007. CMS' obligation to accept the Notes
validly tendered in the Tender Offer is conditioned on, among other
things, its ability to obtain financing on terms and conditions
satisfactory to it in its reasonable discretion. Such financing must be
in an amount sufficient, taken together with certain cash on hand, to pay
the aggregate tender price and early tender payment, plus accrued and
unpaid interest to, but not including, the settlement date, for all of the
Notes validly tendered (but not validly withdrawn) and accepted for
purchase.
CMS has engaged Morrow & Co., Inc. to act as information agent in
connection with the Tender Offer. Requests for copies of the Offer to
Purchase and questions regarding the Tender Offer may be directed to
Morrow & Co., Inc. at 1(800)607-0088 (US toll-free) or 1(203)658-9400
(collect). CMS has engaged Deutsche Bank Securities Inc. to act as dealer
manager in connection with the Tender Offer. Questions regarding the
Tender Offer may be directed to Deutsche Bank Securities Inc., Liability
Management Group at 1(866)627-0391 (US toll-free) or 1(212)250-2955
(collect).
This announcement is not an offer to purchase or a solicitation of an
offer to purchase. The Tender Offer will be made solely by the Offer to
Purchase dated June 5, 2007.
Neither the Offer to Purchase nor any related document has been filed with
the U.S. Securities and Exchange Commission, nor has any such document
been filed with or reviewed by any federal or state securities commission
or regulatory authority of any country. No authority has passed upon the
accuracy or adequacy of the Offer to Purchase or any related documents,
and it is unlawful and may be a criminal offense to make any
representation to the contrary.
The Tender Offer is not being made to, nor will CMS accept tenders of
Notes from, holders in any jurisdiction in which the Tender Offer or the
acceptance thereof would not be in compliance with the securities or blue
sky laws of such jurisdiction.
About CMS Energy
Michigan-based CMS Energy Corp. is an electric and natural gas
utility, natural gas pipeline systems, and independent power
generation operator. The company has offices in Venezuela.
* * *
As reported in the Troubled Company Reporter-Latin America on
Feb. 15, 2007, Moody's Investors Service affirmed the ratings of
CMS Energy (Ba1 Corporate Family Rating) and Consumers Energy
(Baa2 senior secured) and revised the rating outlook of both to
positive from stable. Moody's also affirmed CMS Energy's SGL-2
rating.
ISP CHEMCO: S&P Affirms B+ Loan Rating on US$1.52-Bil. Facility
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' loan and '2' recovery
ratings on ISP Chemco LLC's US$1.52 billion senior secured revolving
credit facility and term loan. The 'B+' rating is the same as the
corporate credit rating, and the '2' recovery rating indicates our
expectation for substantial (80%-100%) recovery of principal in the event
of a payment default.
The ratings remain unchanged despite these changes to the proposed
facility we rated on May 11, 2007:
* The revolving credit facility will be increased to
US$275 million from US$250 million;
* The maturity of the revolving credit facility will be
extended to 2013 from 2012;
* The term loan will be increased to US$1.25 billion from
US$1.16 billion; and
* The minimum interest coverage covenant has been
eliminated.
Proceeds from the increased term loan will be used to refinance
substantially all existing debt, including debt to affiliates, and to
finance a US$215 million cash distribution to ISP Chemco's shareholder.
Ratings List
ISP Chemco LLC
Corporate credit rating B+/Stable/--
Senior secured credit facilities B+
Recovery rating 2
The company has offices in Belgium, China, and Venezuela.
- - - - -
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter - Latin America is a daily newsletter
co-published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Frederick, Maryland USA.
Lyndsey Resnick, Marjorie C. Sabijon, Sheryl Joy P. Olano, and Christian
Toledo, Editors.
Copyright 2006. All rights reserved. ISSN 1529-2746.
This material is copyrighted and any commercial use, resale or publication
in any form (including e-mail forwarding, electronic re-mailing and
photocopying) is strictly prohibited without prior written permission of
the publishers.
Information contained herein is obtained from sources believed to be
reliable, but is not guaranteed.
The TCR Latin America subscription rate is $575 per half-year, delivered
via e-mail. Additional e-mail subscriptions for members of the same firm
for the term of the initial subscription or balance thereof are $25 each.
For subscription information, contact Christopher Beard at 240/629-3300.
* * * End of Transmission * * *