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/raid1/www/Hosts/bankrupt/TCRLA_Public/070719.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, July 19, 2007, Vol. 8, Issue 142 Headlines A R G E N T I N A ALITALIA SPA: AP Holding Seeks More Info on Italy's Stake ALITALIA SPA: TPG Capital May Rejoin Melee for Italy's Stake IMAGENES LAS: Seeks for Reorganization OK in Buenos Aires Court TELEFONICA DE ARGENTINA: Suspends Lawsuit Against Government B A H A M A S ISLE OF CAPRI: Hires Virginia McDowell as President & COO B E L I Z E CENVEO INC: Inks Deal to Acquire Commercial Envelope B E R M U D A GLOBAL CROSSING: Gets FCC Okay for ST Telemedia to Boost Stake COEUR D'ALENE: Gives Update on San Bartolome Works in Bolivia B R A Z I L BANCO NACIONAL: Ratifies BRL1.65-Billion Loan for Foz do Chapeco BASELL AF: Purchase Deal Cues Fitch to Put Low B Ratings COMPANHIA DE BEBIDAS: Prices BRL300 Million of Unsecured Notes COMPANHIA SIDERURGICA: Acquiring Minas Gerais Iron Ore Producer EMI GROUP: Terra Firma Extends GBP2.4 Bln. Cash Offer to July 19 JBS SA: S&P Affirms B+ Long-Term Corporate Credit Rating LYONDELL CHEMICAL: To be Acquired by Basell for US$48 Per Share LYONDELL CHEMICAL: Fitch Watches Ratings Due to Basell Deal LYONDELL CHEMICAL: Basell Deal Cues Moody's to Watch Ratings LYONDELL CHEMICAL: Basell Deal Cues S&P to Watch Ratings MILLENNIUM CHEMICALS: Fitch Places Ratings on Negative Watch MILLENNIUM CHEMICALS: Moody's Places Ratings Under Review PETROLEO BRASILEIRO: Awards Two Contracts to Siemens' Unit PETROLEO BRASILEIRO: Inks Engineering Support Contract with MCS PETROLEO BRASILEIRO: Oil Production Rises 8.6% in June POLYPORE INT'L: Completes Offering of 10-1/2% Sr. Discount Notes POLYPORE INTERNATIONAL: S&P Revises Outlook to Positive SANYO ELECTRIC: Plant Escapes Damage from 6.8 Magnitude Quake SOLECTRON CORP: Bags Parata Systems APM Manufacturing Contract C A Y M A N I S L A N D S ANTHRACITE BALANCED: Proofs of Claim Filing Is Until Aug. 9 ANTHRACITE BALANCED: Sets Final Shareholders Meeting for Aug. 9 ASAP FUNDING: Proofs of Claim Filing Deadline Is Aug. 9 ASIAN FUNDING: Proofs of Claim Filing Is Until Aug. 9 AS ASSIST: Will Hold Final Shareholders Meeting on Aug. 10 ASAP CURRENCY: Proofs of Claim Must be Filed by Aug. 9 BANK OF INDIA: Raises INR400 Crore from Perpetual Bond Issue CHESHIRE FINANCE: Proofs of Claim Must be Filed by Aug. 9 DRAGON MBS: Proofs of Claim Filing Deadline Is Aug. 9 GREENSTREAM MF: Proofs of Claim Must be Filed by Aug. 9 H3 GLOBAL: Sets Final Shareholders Meeting for Aug. 10 H3 GLOBAL: Proofs of Claim Filing Is Until Aug. 10 IVY ENHANCED: Will Hold Final Shareholders Meeting on Aug. 10 HFT REAL: Proofs of Claim Filing Ends on Aug. 9 MORGAN STANLEY: Proofs of Claim Must be Filed by Aug. 9 OFFSHORE CRUDE: Sets Final Shareholders Meeting for Aug. 9 C O L O M B I A ARMOR HOLDINGS: Stifel Nicolaus Maintains Hold Rating on Shares ECOPETROL: Inks Cano Sur Block Exploration Contract with Shell * COLOMBIA: State Firm Secures Long Distance License from Peru C O S T A R I C A ALCATEL-LUCENT: Deploys Libya's Fibre Optic Backbone for EUR90MM SERVICEMASTER CO: S&P Junks Rating on Proposed US$1.15-Bil. Loan FREEPORT-MCMORAN: S&P Revises Outlook to Positive from Stable G U A T E M A L A LAND O'LAKES: Earns US$54.9 Million in First Quarter 2007 LAND O'LAKES: To Pay US$500,000 for Cache Trademark Infringement H A I T I DIGICEL: Enters Strategic Partnership with Caribbean Air Mail H O N D U R A S * HONDURAS: Gov't Launches Talks with Global Cement Firms J A M A I C A GOODYEAR TIRE: Unit's Pre-Tax Profit Drops to US$39.6MM in 2006 NATIONAL WATER: St. Andrew Residents Complain on Water Problems BALLY TOTAL: Forbearance Period Extended to July 31 BALLY TOTAL: Plan Solicitation Still Ongoing CKE RESTAURANTS: Closes La Salsa Mexican Retaurants Sale CROWN HOLDINGS: June 30 Balance Sheet Upside-Down by US$388 Mil. GLOBAL POWER: Exclusive Plan Filing Period Extended to August 22 PORTRAIT CORP: Court Confirms Amended Plan of Reorganization P A N A M A * PANAMA: Asep To Publish Mobile Number Portability Study * PANAMA: Banana Exports Decline P A R A G U A Y GENERAL MOTORS: Will Acquire 50% Equity Interest in VM Motori DUN & BRADSTREET: Mar. 31 Balance Sheet Upside-down by US$462.4M P U E R T O R I C O AVNET INC: Operating Unit Inks Distribution Pact with Agilent AVNET INC: Unit Signs Distribution Agreement with Diodes Inc. DORAL FINANCIAL: Shareholders Approve Holdings Transaction HORIZON LINES: Launches Offer for 9% Senior Notes Due 2012 MOTHERS WORK: June 2007 Sales Goes Down 5.4% to US$46.9 Million LEAR CORP: S&P Assigns B Corporate Credit Rating PETROLEOS DE VENEZUELA: Will Explore Two Blocks with Belarusneft - - - - - ================= A R G E N T I N A ================= ABEL MARINOZZI: Trustee Verifies Proofs of Claim Until July 30 -------------------------------------------------------------- The court-appointed trustee for Abel Marinozzi e Hijos' reorganization proceeding, verifies creditors' proofs of claim until July 30, 2007. Infobae didn't state the name of the trustee. The trustee will present the validated claims in court as individual reports on Sept. 11, 2007. The National Commercial Court of First Instance in Santa Fe 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 Abel Marinozzi 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 Abel Marinozzi's accounting and banking records will be submitted in court on Oct. 24, 2007. The informative assembly will be held on April 29, 2008. Creditors will vote to ratify the completed settlement plan during the assembly. The debtor can be reached at: Abel Marinozzi e Hijos S.R.L. (2173) Chabas-Sanford Santa Fe, Argentina Phone: 03464 480397 E-mail: acopiomarinozzi@dat1.net.ar AES CORP: Maryland Says No to Liquefied NatGas Terminal Project --------------------------------------------------------------- Andy Rosen at the Daily Record reports that the state of Maryland has decided that a proposal by The AES Corp. to construct a liquefied natural gas terminal at Sparrows Point "is not consistent" with the state's environmental laws. The decision was made over the timeliness of the filing of certain documents, the report says. The Daily Record notes that AES may file for reconsideration of the project to the U.S. Department of Commerce. AES Project Director Kent Morton confirmed to the Daily Record that the firm will appeal the decision. Maryland's refusal to certify the project could make it difficult for AES to move forward with the terminal as it is planned, the Daily Record relates. The Federal Energy Regulatory Commission spokesperson Tamara Young-Allen commented to the Daily Record, "If the state denies the [Coastal Zone Management Act] Certification, it can kill the project." The Daily Record says that the commission is the primary agency that issues permits for liquefied natural projects. According to the Daily Record, Maryland wanted to have more time to decide on the project. The decision was due now, the Daily Record says, citing a letter to the company from the Maryland Department of the Environment. Mr. Morton commented to the Daily Record, "AES expected the MDE to deny our certification that the project we have proposed at Sparrows Point was consistent with the Maryland Coastal Zone Management Program." Elder Ghigiarelli, MDE's federal consistency coordinator for the Wetlands and Waterways Program, told the Daily Record that he denied the certification of AES' proposed project as the firm didn't indicate that it had obtained six necessary state authorizations. The Daily Record relates that Maryland and AES disagree on whether those permits were required before the "consistency decision." Mr. Ghigiarelli explained to the Daily Record that MDE would still certify the project if AES shows that it obtained the authorizations. According to the report, AES and MDE also disagreed about when the Maryland's decision was due. Maryland would make another decision in December 2007, six months after the state's review of the project was supposed to start, the Daily Record says, citing Mr. Ghigiarelli. The state doesn't have sufficient information to sign off on the terminal project. "The department simply cannot render a decision based on incomplete information; doing so would not serve the interests of the environment, the people of Maryland, and, in the long run, AES," Mr. Ghigiarelli told the Daily Record. AES Corp. -- http://www.aes.com/-- is a global power company. The company operates in South America, Europe, Africa, Asia and the Caribbean countries. Generating 44,000 megawatts of electricity through 124 power facilities, the company delivers electricity through 15 distribution companies. AES Corp.'s Latin America business group is comprised of generation plants and electric utilities in Argentina, Brazil, Chile, Colombia, Dominican Republic, El Salvador, Panama and Venezuela. Fuels include biomass, diesel, coal, gas and hydro. The group also pursues business development activities in the region. AES has been in the region since May 1993, when it acquired the CTSN power plant in Argentina. * * * In Oct. 20, 2006, Moody's Investors Service's downgraded its B1 Corporate Family Rating for AES Corporation in connection with the implementation of its new Probability-of-Default and Loss- given-default rating methodology. Additionally, Moody's revised its probability-of-default ratings and assigned loss-given- default ratings on the company's loans and bond debt obligations including the B1 rating on its senior unsecured notes 7.75% due 2014, which was also given an LGD4 loss-given default rating, suggesting noteholders will experience a 55% loss in the event of a default. ALITALIA SPA: AP Holding Seeks More Info on Italy's Stake --------------------------------------------------------- AP Holding S.p.A., AirOne S.p.A. and Intesa-San Paolo S.p.A.'s acquisition vehicle, is seeking additional information relating to its bid for Italy's 39.9% stake in Alitalia S.p.A., Adrian Michaels writes for the Financial Times. AP Holding, FT relates citing government officials, has requested information regarding conditions that it wishes to impose should it win the bidding process. People privy to AirOne told FT that the sough-after information is critical and includes possible negotiations with Alitalia's unions. Among the requested information relates to the ability to restructure AZ Service, a firm half-owned by Alitalia that runs maintenance and ground operations. Bidders have said that AZ Service would be a heavy drain on any new owner of Alitalia but has an unclear status in the privatization process. AP Holding, however, stressed that it is committed to trying to strike a deal and has been holding talks with Alitalia's. Sources suggest that even if Italy relays the needed information, AP Holding might not have enough time to finalize its bid. Final bidders for Alitalia have until July 23, 2007, to submit binding offers. FT suggests that if AP Holding would not submit its bid on time, Italy may have to restart the entire sale process under different conditions. Bidders had dropped out of the bidding process apprehensive of the requirements set by the Italian government. 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. The company also operates in Argentina, China, and Japan, among others. 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. ALITALIA SPA: TPG Capital May Rejoin Melee for Italy's Stake ------------------------------------------------------------ The Italian government is holding talks with TPG Capital over a possible re-bid by the private equity firm for Italy's 39.9% stake in national carrier Alitalia S.p.A., Kevin Done and Paul Bompard write for the Financial Times. As reported in the TCR-Europe on June 1, 2007, the consortium of TPG Capital, MatlinPatterson Global Advisers LLC and Mediobanca S.p.A. withdrew its bid for Alitalia, saying it was not "in a position to comply with all of the requirements." The consortium described the requirements as "too complex and cryptic." A source close to the consortium told the Wall Street Journal then that the group was apprehensive it could not meet the July 2 deadline for submission of final offers and business plan. TPG Capital, FT reports, told the Italian government it may rejoin the bidding process if the rules of the process were changed. FT suggests that TPG has regrouped with former consortium partner MatlinPatterson. The TCR-Europe reported on June 22, 2007, that the Italian Finance Ministry has allowed MatlinPatterson to submit a binding offer Alitalia. Italy has extended to July 23, 2007, the deadline for final bidders to submit binding offers for its 39.9% stake in national carrier Alitalia, allowing potential buyers to review new information relating to the national carrier. As reported in the TCR-Europe on June 29, 2007, the consortium of OAO Aeroflot and Unicredito Italiano S.p.A. withdrew its bid for Alitalia after it and its advisors were not allowed access to "critical information with respect to the commercial and operational aspects of Alitalia's business to confidently formulate a well supported business proposal to successfully restructure the Italian carrier." According to the Associated Press, Alitalia's bidding process has been marred by concern over a lack of data and shifting guidelines. The Finance Ministry, while extending the bids deadline, reaffirmed the conditions for the sale. Offer Details As previously reported, the Italian Finance Ministry said the bids should include: -- details on financial sources; -- a EUR50 million bank guarantee; -- a definitive business plan; and -- details on a subsequent offer for minorities. The ministry also required the bidders to explain how their ownership structure will maintain access to Alitalia's portfolio of air traffic rights with other countries, Thomson Financial adds. Point System After receiving the bids, the ministry will assess the business according to the criteria set earlier. As previously reported, Alitalia's buyer must: -- retain Alitalia as Italy's national carrier for eight years, keeping its brand and logo during the period; -- keep Alitalia's headquarters in Italy; and -- ensure Alitalia has adequate level of local and international flights for five years. The five-year business plan must include job levels and will be binding for three years and can only be amended with the government's approval. The buyer also has to consult Alitalia's unions and sector trade associations if it wants to amend its staffing plans. The ministry will use the point system to assess the plans: 10 points for each of the 12 targets and parameters, including on growth, yields, and sustainability, Thomson Financial reports. A bidder must gain a minimum of 90 points to proceed to the next phase of tender -- the opening of financial offers for the Alitalia stake. The financial offers also have to meet a minimum valuation on Alitalia shares made by experts hired by the ministry, Thomson Financial adds. If the qualified bids are within five percent of each other, the ministry will allow the bidders to amend their offers. 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. The company also operates in Argentina, China, and Japan, among others. 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. COTESE SR: Seeks for Reorganization Okay in Buenos Aires Court -------------------------------------------------------------- Cotese SRL has requested for reorganization approval after failing to pay its liabilities since Dec. 26, 2006. The reorganization petition, once approved by the court, will allow Cotese to negotiate a settlement with its creditors in order to avoid a straight liquidation. The case is pending in the National Commercial Court of First Instance No. 9 in Buenos Aires. Clerk No. 18 assists the court on this case. The debtor can be reached at: Cotese SRL Argerich 1521 Buenos Aires, Argentina DESADI SA: Proofs of Claim Verification Is Until Sept. 4 -------------------------------------------------------- Fernando Greco, the court-appointed trustee for Desadi SA's bankruptcy proceeding, verifies creditors' proofs of claim until Sept. 4, 2007. Mr. Greco will present the validated claims in court as individual reports. The National Commercial Court of First Instance No. 10 in Buenos Aires, with the assistance of Clerk No. 20, 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 Desadi 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 Desadi's accounting and banking records will be submitted in court. La Nacion didn't state the reports submission dates. Mr. Greco is also in charge of administering Desadi's assets under court supervision and will take part in their disposal to the extent established by law. The debtor can be reached at: Desadi SA Talcahuano 446 Buenos Aires, Argentina The trustee can be reached at: Fernando Greco Arenales 2365 Buenos Aires, Argentina IMAGENES LAS: Seeks for Reorganization OK in Buenos Aires Court --------------------------------------------------------------- Imagenes Las Lomas SA has requested for reorganization approval after failing to pay its liabilities since November 2006. The reorganization petition, once approved by the court, will allow Imagenes Las to negotiate a settlement with its creditors in order to avoid a straight liquidation. The case is pending in the National Commercial Court of First Instance No. 12 in Buenos Aires. Clerk No. 24 assists the court on this case. The debtor can be reached at: Imagenes Las Lomas SA Viamonte 611 Buenos Aires, Argentina LUKE MUNRO: Trustee Verifies Proofs of Claim Until Oct. 2 --------------------------------------------------------- Hector J. Vesetti, the court-appointed trustee for Luke Munro SRL's reorganization proceeding, verifies creditors' proofs of claim on Oct. 2, 2007. Mr. Vesetti will present the validated claims in court as individual reports. The National Commercial Court of First Instance No. 2 in Buenos Aires, with the assistance of Clerk No. 3, 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 Luke Munro 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 Luke Munro's accounting and banking records will be submitted in court. La Nacion didn't state the reports submission dates. The informative assembly will be held on July 14, 2008. Creditors will vote to ratify the completed settlement plan during the assembly. The debtor can be reached at: Luke Munro SRL Avenida Tte. Gral. D. Alvarez 2385 Buenos Aires, Argentina The trustee can be reached at: Hector J. Vesetti Montevideo 711 Buenos Aires, Argentina MC PARRI: Proofs of Claim Verification Deadline Is Oct. 10 ---------------------------------------------------------- Manuel Alberdi, the court-appointed trustee for MC Parri's bankruptcy proceeding, verifies creditors' proofs of claim until Oct. 10, 2007. Mr. Alberdi will present the validated claims in court as individual reports on Nov. 23, 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 Brista 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 Brista's accounting and banking records will be submitted in court on Feb. 12, 2008. Mr. Alberdi is also in charge of administering Brista's assets under court supervision and will take part in their disposal to the extent established by law. The trustee can be reached at: Manuel Alberdi Rodriguez Pena 189 Buenos Aires, Argentina NOR-JOR SRL: Proofs of Claim Verification Ends on Sept. 6 --------------------------------------------------------- Mario Leizerow, the court-appointed trustee for Nor-Jor SRL's bankruptcy proceeding, verifies creditors' proofs of claim until Sept. 6, 2007. Mr. Leizerow will present the validated claims in court as individual reports. The National Commercial Court of First Instance No. 21 in Buenos Aires, with the assistance of Clerk No. 42, 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 Nor-Jor 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 Nor-Jor's accounting and banking records will be submitted in court. La Nacion didn't state the reports submission dates. Mr. Leizerow is also in charge of administering Nor-Jor's assets under court supervision and will take part in their disposal to the extent established by law. The debtor can be reached at: Nor-Jor SRL Murguiondo 2168 Buenos Aires, Argentina The trustee can be reached at: Mario Leizerow Bouchard 644 Buenos Aires, Argentina STARCEL SRL: Trustee Verifies Proofs of Claim Until Sept. 7 ----------------------------------------------------------- Ruggiero, Cordero & Suarez, the court-appointed trustee for Starcel S.R.L.' reorganization proceeding, verifies creditors' proofs of claim on Sept. 7, 2007. Ruggiero, Cordero will present the validated claims in court as individual reports on Nov. 30, 2007. The National Commercial Court of First Instance in Mar del Plata, 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 Starcel 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 Starcel's accounting and banking records will be submitted in court on Feb. 15, 200e. The informative assembly will be held on June 26, 2008. Creditors will vote to ratify the completed settlement plan during the assembly. The debtor can be reached at: Starcel S.R.L. Belgrano 3172, Mar del Plata Buenos Aires, Argentina The trustee can be reached at: Ruggiero, Cordero & Suarez Avenida Luro 3894, Mar del Plata Buenos Aires, Argentina TELECOM ARGENTINA: Union Rejects 16% Salary Hike Proposal --------------------------------------------------------- Published reports say that Argentine telecom workers union Foetra has rejected the 16% salary increase proposed by operators, which included Telecom Argentina. According to the press, Foetra called for a five-day strike from July 16 to July 20. Business News Americas relates that Argentine telecommunications unions -- including Foetra and Fatel -- recently agreed to form a temporary committee to coordinate their demands for salary hikes from Telecom Argentina and Telefonica de Argentina. The unions continue to demand a 25% salary increase. In June 2007, they conducted three 48-hour strikes and one 72-hour strike this month, BNamericas states. Headquartered in Buenos Aires, Telecom Argentina S.A. -- http://www.telecom.com.ar/index-flash.html-- is the fixed-line operator for local and long-distance services in northern and southern Argentina. It also provides cellular and PCS phone services in Argentina, as well as in Paraguay through a 68% stake in Nocleo. France Telecom formerly controlled the company through its Nortel Inversora venture with Telecom Italia. France Telecom sold most of its stake in 2003 to the Werthein Group, an Argentine agricultural concern owned in part by vice chairman Gerardo Werthein. Nortel continues to be Telecom Argentina's largest shareholder with a 55% stake. Nortel is owned by Sofora, a consortium owned by Telecom Italia (50%), the Werthein Group (48%), and France Telecom (2%). * * * As reported on Oct 11, 2006, Standard & Poor's Ratings Services raised Telecom Argentina S.A.'s counterparty credit rating to B+/Stable/ from B/Stable following the upgrade of the Republic of Argentina to 'B+' from 'B'. TELEFONICA DE ARGENTINA: Suspends Lawsuit Against Government ------------------------------------------------------------ Telefonica de Argentina SA has begun working on a request to keep its 2003 compensation claim against the Argentine government on hold, news daily Infobae reports. Business News Americas relates that Telefonica de Argentina filed the US$2.38-billion damages claim with the World Bank's international arbitration tribunal International Centre for Settlement of Investment Disputes, seeking compensation for billing restrictions imposed on it due to the Argentine 2002 financial crisis. According to BNamericas, Telefonica first suspended the claim in February 2006 to renegotiate the firm's concession contract with the government. BNamericas notes that Telefonica de Argentina would withdraw the lawsuit once the new contract is signed, including all the adjustments needed. The report says that fixed line operators expect the government to make a new telecommunications law that will let them offer "bundled services over a single network," which is unallowed under the current law. Telecoms officials told BNamericas that they are analyzing reforms to regulations. However, they haven't given any indication as to when they may be ready to go to parliament. Headquartered in Buenos Aires, Argentina, Telefonica de Argentina SA -- http://www.telefonica.com.ar/-- provides telecommunication services, which include telephony business both in Spain and Latin America, mobile communications businesses, directories and guides businesses, Internet, data and corporate services, audiovisual production and broadcasting, broadband and Business-to-Business e-commerce activities. * * * As reported in the Troubled Company Reporter on Jan. 22, 2007, Moody's Latin America changed the rating outlook to positive from stable for Telefonica de Argentina's foreign currency rating of B2 and for the Aa3.ar (national scale rating). The rating action was taken in conjunction with Moody's outlook change to positive from stable for Argentina's B2 foreign currency ceiling for bonds and notes on Jan. 16, 2007. Telefonica de Argentina's foreign currency rating continues to be constrained by Argentina's B2 ceiling. TELEFONICA DE ARGENTINA: Union Balks at 16% Salary Hike Proposal ---------------------------------------------------------------- Published reports say that Argentine telecom workers union Foetra has rejected the 16% salary increase proposed by operators, which included Telefonica de Argentina. According to the press, Foetra called for a five-day strike from July 16 to July 20. Business News Americas relates that Argentine telecommunications unions -- including Foetra and Fatel -- recently agreed to form a temporary committee to coordinate their demands for salary hikes from Telecom Argentina and Telefonica de Argentina. The unions continue to demand a 25% salary increase. In June 2007, they conducted three 48-hour strikes and one 72-hour strike this month, BNamericas states. Headquartered in Buenos Aires, Argentina, Telefonica de Argentina SA -- http://www.telefonica.com.ar/-- provides telecommunication services, which include telephony business both in Spain and Latin America, mobile communications businesses, directories and guides businesses, Internet, data and corporate services, audiovisual production and broadcasting, broadband and Business-to-Business e-commerce activities. * * * As reported in the Troubled Company Reporter on Jan. 22, 2007, Moody's Latin America changed the rating outlook to positive from stable for Telefonica de Argentina's foreign currency rating of B2 and for the Aa3.ar (national scale rating). The rating action was taken in conjunction with Moody's outlook change to positive from stable for Argentina's B2 foreign currency ceiling for bonds and notes on Jan. 16, 2007. Telefonica de Argentina's foreign currency rating continues to be constrained by Argentina's B2 ceiling. ============= B A H A M A S ============= ISLE OF CAPRI: Hires Virginia McDowell as President & COO --------------------------------------------------------- Isle of Capri Casinos, Inc., has named Virginia McDowell as its President and Chief Operating Officer, and James B. Perry as a member of its Board of Directors. Mr. Perry's appointment to the Board is effective immediately, while Ms. McDowell is expected to assume her new position on July 30, 2007. Both appointments are subject to regulatory approval. Ms. McDowell's 26-year career in gaming has spanned a wide range of disciplines and areas of expertise, including marketing, operations, and technology. "With significant experience in both regional and destination markets, and her vast experience in virtually every aspect of our business, Virginia McDowell is exactly the right person to help lead our company as we focus on increasing the efficiency of our operations while continuing to stress financial discipline and targeted growth opportunities," said Bernard Goldstein, chairman and chief executive officer. Mr. Goldstein continued, "Our Board of Directors unanimously chose Virginia for the position of President and Chief Operating Officer because she knows our business, knows our customers and knows our markets. Throughout her career she has consistently exhibited the leadership and vision needed to continue the growth and development of our Company." Most recently, Ms. McDowell served as Executive Vice President and Chief Information Officer of Trump Entertainment Resorts, Inc. Prior to joining Trump Entertainment Resorts, Ms. McDowell spent eight years at Argosy Gaming Company in Alton, Illinois, joining the company as Vice President of Sales and Marketing, and ultimately holding the position of Senior Vice President of Operations. She began her gaming career in Atlantic City, holding a variety of executive positions over a 16-year time period. "Isle of Capri has a strong base of existing properties, a sizeable database and a variety of exciting new projects that contribute to a growing brand portfolio. I am very optimistic that by building on the Company's unique "Isle Style" culture, focusing on our operating fundamentals, continuing to develop and implement new technology initiatives and creating exciting new entertainment experiences for our customers, we can improve the Company's performance and strengthen the Isle of Capri Casinos' brands. I look forward to joining a very talented team" Ms. McDowell said. Mr. Perry, one of the gaming industry's most distinguished executives, is recognized for engineering the turnaround of Argosy Gaming Company beginning in 1997. During Mr. Perry's tenure at Argosy, the company was considered an industry leader in EBITDA margins, and was recognized by several leading financial publications for financial stability, record growth and creation of shareholder value. With nearly 30 years of experience leading major gaming operations and companies in regional and destination markets, Mr. Perry most recently served as the President, Chief Executive Officer and a member of the Board of Directors of Trump Entertainment Resorts, Inc. where he oversaw the renovation and expansion of the company's three Atlantic City properties. Mr. Perry resigned from these positions effective July 1, 2007. Mr. Goldstein commented, "We are pleased to welcome these two respected and talented executives to the Isle of Capri Casinos team at this exciting time in our history, when we have recently brought several major projects online, and we look forward to the significant contributions that they will make to a Company already recognized as a leading developer, owner and operator of regional branded gaming facilities." Ms. McDowell resides in St. Louis, Missouri with her husband and two children. She is active in community and charitable endeavors, currently serving as the Founding Board Chair and President of Gilda's Club St. Louis, and serves as a member of the Presidents Advisory Board of Temple University in Philadelphia, Pennsylvania, where she earned her undergraduate degree in communications. Mr. Perry resides in Santa Barbara, California with his wife and three children. Based in Biloxi, Mississippi and founded in 1992, Isle of Capri Casinos Inc. (Nasdaq: ISLE) -- http://www.islecorp.com/-- owns and operates casinos in Biloxi, Lula and Natchez, Mississippi; Lake Charles, Louisiana; Bettendorf, Davenport and Marquette, Iowa; Kansas City and Boonville, Missouri and a casino and harness track in Pompano Beach, Florida. The company also operates and has a 57% ownership interest in two casinos in Black Hawk, Colorado. Isle of Capri Casinos' international gaming interests include a casino that it operates in Freeport, Grand Bahama and a two-thirds ownership interest in casinos in Dudley and Wolverhampton, England. * * * Moody's Investors Service affirmed its Ba3 Corporate Family Rating on Isle of Capri Casinos in connection with its implementation of the new Probability-of-Default and Loss-Given- Default rating methodology for the Gaming, Lodging & Leisure sector. Moody's assigned LGD ratings to four of the company's debts including a LGD5 rating on its 9% Sr. Sub. Notes, suggesting debt holders will experience a 76% loss in the event of a default. As reported in the Troubled Company Reporter-Latin America on June 21, 2007, Standard & Poor's Ratings Services revised its rating outlook on Isle of Capri Casinos Inc. to negative from stable. Ratings on the company, including the 'BB-' corporate credit rating, were affirmed. Standard & Poor's also assigned its loan and recovery ratings to Isle's proposed US$1.35 billion senior secured credit facilities. The loan was rated 'BB+' (two notches higher than the 'BB-' corporate credit rating on the company) with a recovery rating of '1', indicating the expectation for very high (90%-100%) recovery in the event of a payment default. =========== B E L I Z E =========== CENVEO INC: Inks Deal to Acquire Commercial Envelope ---------------------------------------------------- Cenveo Inc. has signed a definitive purchase agreement pursuant to which Cenveo will acquire Commercial Envelope Manufacturing Inc. of Deer Park, New York. Commercial Envelope is one of the largest envelope manufacturers in the United States with approximately US$160 million in revenues. The transaction is projected to be completed in the third quarter and is expected to be accretive to earnings. The Kristel family, which founded Commercial Envelope in 1924, will remain with Commercial Envelope following the acquisition. The transaction is subject to terms and conditions negotiated by the parties. Commercial Envelope operates five strategically-located production facilities across the Eastern United States, featuring some of the most technologically advanced equipment in the industry and producing over 45,000,000 envelopes per day. Its highly-skilled and talented workforce of approximately 700 employees is well known for their craftsmanship and has been the recipient of numerous awards for outstanding quality. Cenveo Chairperson and Chief Executive Officer Robert G. Burton said, "The acquisition of Commercial Envelope will strengthen Cenveo's operations in some significant ways. Their world-class operations are complementary to ours and the combination will enhance our ability to service the direct mail marketplace. We believe that the combination of these two industry leaders will result in the strongest, most efficient and most diversified asset platform in the envelope industry that will be able to serve all of our customers' needs. " Ira B. Kristel, of Commercial Envelope stated, "As a leader in the envelope market, Commercial Envelope is very proud of its strong reputation for excellence made possible by the loyalty and talent of our valued employees. This combination is a powerful, positive opportunity for us to better serve our customers as we solidify our position as the country's premier envelope manufacturer. I look forward to working with the Cenveo team, and the benefits our combined companies will share." Mr. Burton concluded, "We continue to execute on our plan to make strategic acquisitions of high-quality niche companies in growth areas of the printing industry. The acquisition of Commercial Envelope is strategically advantageous to Cenveo as it adds considerable strength to our direct mail platform with the addition of their world-class asset base. We intend to continue to acquire strong and respected companies like Commercial Envelope. I look forward to working with Steven and Alan Kristel and their team, and a swift completion of this transaction." About Cenveo Headquartered in Stamford, Connecticut, Cenveo, Inc., is one of North America's leading providers of print and visual communications, with one-stop services from design through fulfillment. The company's broad portfolio of services and products include commercial printing, envelopes, labels, packaging and business documents delivered through a network of production, fulfillment and distribution facilities throughout North America. Cenveo Corp. is Cenveo Inc.'s wholly owned subsidiary. Cenveo acquired Cadmus Communications in a merger completed on March 2007. The company has operations in the US, India and the Caribbean Rim, particularly in the Bahamas, Cuba, Jamaica, Haiti, Dominican Republic, Puerto Rico, Bahamas, and Belize. * * * As reported in the Troubled Company Reporter-Latin America on April 27, 2007, Standard & Poor's Ratings Services lowered its rating on Cenveo Corp.'s newly assumed US$125 million notes due 2014 to 'B-' from 'B'. The rating was removed from CreditWatch, where it was placed with negative implications on Dec. 27, 2006. Cadmus Communications Corp., the former issuer, has merged into Cenveo, and the notes obligation has been assumed by Cenveo. The downgrade reflects the expiration of Cenveo's cash tender offer for the notes, for which US$21 million has been validly tendered. The remainder of the notes (approximately US$104 million) will remain outstanding in Cenveo's capital structure. ============= B E R M U D A ============= DRESDNER RCM: Proofs of Claim Filing Is Until July 27 ----------------------------------------------------- Dresdner RCM Oriental Income Fund Ltd.'s creditors are given until July 27, 2007, to prove their claims to Mark W.R. Smith, Derek Lai and Darach Haughey, the company's liquidators, 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. Dresdner RCM's shareholders agreed on July 2, 2006, to place the company into voluntary liquidation under Bermuda's Companies Act 1981. The liquidator can be reached at: Mark W.R. Smith Derek Lai Darach Haughey Deloitte & Touche Corner House, Church & Parliament Streets P.O. Box 1556 Hamilton HM FX, Bermuda GLOBAL CROSSING: Gets FCC Okay for ST Telemedia to Boost Stake -------------------------------------------------------------- Global Crossing reported that the Federal Communications Commission has approved its petition for STT Crossing Ltd, a subsidiary of Singapore Technologies Telemedia Pte Ltd (ST Telemedia), to increase its equity and voting interests in Global Crossing to as much as 66.25 percent. In connection with the establishment of the previously announced five-year, US$350 million secured term loan facility, ST Telemedia agreed to convert its mandatorily convertible notes due December 2008 within 120 days of the closing of the initial tranche of the term loan. In connection with the conversion, ST Telemedia will receive common stock and warrants totaling approximately 16.58 million shares, plus US$7.5 million in cash. About Global Crossing Headquartered in Florham Park, New Jersey, Global Crossing Ltd. (NASDAQ: GLBC) -- http://www.globalcrossing.com/-- provides telecommunication services over the world's first integrated global IP-based network, which reaches 27 countries and more than 200 major cities around the globe including Bermuda, Argentina, Brazil, and the United Kingdom. Global Crossing serves many of the world's largest corporations, providing a full range of managed data and voice products and services. The company filed for chapter 11 protection on Jan. 28, 2002 (Bankr. S.D.N.Y. Case No. 02-40188). When the Debtors filed for protection from their creditors, they listed US$25,511,000,000 in total assets and US$15,467,000,000 in total debts. Global Crossing emerged from chapter 11 on Dec. 9, 2003. At Dec. 31, 2006, Global Crossing Ltd.'s balance sheet showed a US$195 million stockholders' deficit, compared to a US$173 million stockholders' deficit at Dec. 31, 2005. JUPITER POWER: Sets Final General Meeting for July 30 ----------------------------------------------------- Jupiter Power Holdings Ltd.'s final general meeting is scheduled on July 30, 2007, at 9:00 a.m., at: Canon's Court 22 Victoria Street Bermuda These matters will be taken up during the meeting: -- receiving an account showing the manner in which the winding-up of the company has been conducted and its property disposed of and hearing any explanation that may be given by the liquidator; -- determination by resolution the manner in which the books, accounts and documents of the company and of the liquidator shall be disposed; and -- passing of a resolution dissolving the company. ============= B O L I V I A ============= COEUR D'ALENE: Gives Update on San Bartolome Works in Bolivia ------------------------------------------------------------- Coeur d'Alene Mines Corporation disclosed that construction workers at its San Bartolome silver project in Bolivia have collectively surpassed the milestone of one million man-hours without a lost time accident, while remaining on schedule and on budget toward an anticipated January 2008 startup date. Through June 30, the project had posted 1,110,867 man-hours without a lost time accident. The construction of San Bartolome, which is expected to produce approximately 9 million ounces of silver in its first year, currently employs approximately 1,100 workers through its South American Subsidiary Empresa Minera Manquiri, and its contractors, most of whom are Bolivians. Site preparation work is essentially complete, and concrete foundation work is well advanced. Construction of the leach tanks is also well advanced, and all major contracts have been awarded. "One million man-hours without a lost time accident is a major milestone for any mine, and with San Bartolome further demonstrates Coeur's worldwide approach to mine safety which has resulted in the safe working conditions and efficiency employed at our new silver mine," said Dennis E. Wheeler, Chairman, President and Chief Executive Officer of Coeur. "San Bartolome is not only bringing well-paying jobs to the people of Bolivia, it is doing so in a safe and productive work environment. We are extremely proud of the San Bartolome team, led by Jim Duff, all of Coeur's contractors, and the entire workforce in Bolivia for maintaining this positive construction momentum, while maintaining discipline over costs and schedule." "This is the kind of safety and efficiency Coeur strives to bring to all its projects around the world," Mr. Wheeler added. About Coeur d'Alene Coeur d'Alene Mines Corp. (NYSE:CDE) (TSX:CDM) -- http://www.coeur.com/-- is the world's largest primary silver producer, as well as a significant, low-cost producer of gold. The company has mining interests in Nevada, Idaho, Alaska, Argentina, Chile, Bolivia and Australia. * * * Coeur d'Alene Mines Corp.'s US$180 Million notes due Jan. 15, 2024, carry Standard & Poor's B- rating. =========== B R A Z I L =========== BANCO NACIONAL: Ratifies BRL1.65-Billion Loan for Foz do Chapeco ---------------------------------------------------------------- Banco Nacional de Desenvolvimento Economico e Social S.A. said in a statement that it has authorized a BRL1.65-billion loan for the construction of the Foz do Chapeco hydroelectric plant on the border of Rio Grande do Sul and Santa Catarina. Business News Americas relates that Banco Nacional will approve BRL1.1 billion in direct financing to the Foz do Chapeco Energia consortium. The remaining BRL552 million will be granted through "a pool of banks." Banco Nacional told BNamericas that investments in the 855- megawatt plant will total BRL2.2 billion. Foz do Chapeco general director Enio Schneider commented to BNamericas, "The rest of the investment will come from the consortium's own capital." According to BNamericas, the plant will start generating power when its first turbine starts operation by August 2010. The plant will reach full capacity when its fourth turbine comes online in March 2011. Mr. Schneider told BNamericas, "We already have sold 60% of the power to be generated by Foz do Chapeco. The rest will probably be sold in one of the next government auctions, maybe in the auction for energy [delivery] in 2012." Banco Nacional de Desenvolvimento Economico e Social is Brazil's national development bank. It provides financing for projects within Brazil and plays a major role in the privatization programs undertaken by the federal government. * * * As reported on Nov. 27, 2006, Standard & Poor's Ratings Services changed the ratings outlook to Positive from Stable on Banco Nacional de Desenvolvimento Economico e Social SA's BB Foreign currency counterparty credit rating and BB+ Local currency counterparty credit rating. BASELL AF: Purchase Deal Cues Fitch to Put Low B Ratings -------------------------------------------------------- Fitch Ratings has placed Netherlands-based Basell AF SCA's ratings on Rating Watch Negative, following the company's announcement of its definitive agreement to acquire US-based Lyondell Chemical Company (rated 'BB-'). Basell's Short-term Issuer Default Rating is affirmed at 'B'. Basell's ratings are: -- Long-term IDR: 'BB-' on RWN -- Senior secured: 'BB+' on RWN -- Senior notes: 'B+' on RWN This follows the announcement that Basell will acquire Lyondell's outstanding common shares for US$48 per common share in an all cash transaction with a total enterprise value of approximately US$19 billion, including the assumption of debt. Fitch expects a re-leveraging of Basell's balance sheet as customary for sponsor-driven transactions, which is likely to result in a downgrade of Basell's Long-term IDR by at least one notch. Fitch expects to resolve the RWN upon the closure of the transaction and review of the financing plan. The transaction will create one of the world's largest chemicals companies with combined revenues (FY06) of around USD34bn and around 15,000 employees around the world. The transaction is subject to regulatory approvals and the approval of Lyondell's shareholders. Basell expects the transaction to close within the next several months. Fitch will publish a separate announcement on the impact of the proposed transaction on Lyondell's ratings. The transaction was unanimously approved by the Boards of Directors of Basell and Lyondell. This offer follows two recent bids for Huntsman Corp and GE Plastics, which Basell both lost to higher bidders (Hexion Specialty Chemicals, Inc. and SABIC, respectively). Headquartered in The Netherlands, Basell AF SCA -- http://www.basell.com/-- is the producer of polypropylene and advanced polyolefins products, a leading supplier of polyethylene and catalysts, and a global leader in the development and licensing of polypropylene and polyethylene processes. The company, together with its joint ventures, has manufacturing facilities around the world and sells products in more than 120 countries. With research and development activities in Europe, North America and the Asia-Pacific region, Basell is continuing a technological heritage that dates back to the beginning of the polyolefins industry. In 2006, the company reported revenues of EUR10.5 billion and EBITDA of EUR1.1 billion. Basell has regional offices in Belgium, Germany, the United States, Brazil and Hong Kong, as well as sales offices in the major markets around the globe. COMPANHIA DE BEBIDAS: Prices BRL300 Million of Unsecured Notes -------------------------------------------------------------- Companhia de Bebidas das Americas aka AmBev has priced the notes to be issued by its wholly owned subsidiary, AmBev International Finance Co. Ltd. AmBev International will issue BRL300 million in Brazilian Reais denominated notes with a fixed interest of 9.500% per annum and maturity date of July 24, 2017. The issuance is expected to close on July 24, 2007, subject to customary closing conditions. The notes will be unsecured and unsubordinated obligations of AmBev International and will be fully and unconditionally guaranteed by AmBev. The guarantee ranks equally in right of payment with all of AmBev's other unsecured and unsubordinated debt obligations (except for statutorily preferred credits set forth in Brazilian bankruptcy laws). The notes are denominated in Brazilian Reais, but both principal and interest will be paid in U.S. dollars at the prevailing exchange rate at the applicable payment date. Interest will be paid semi-annually in arrears, starting January 24, 2008. The net proceeds of the offering will be used for the repayment of short-term debts and for general corporate purposes by AmBev and its subsidiaries. The notes and guarantee have not been and will not be registered under the U.S. Securities Act of 1933, as amended, any state securities laws or the securities laws of any other jurisdiction and will be sold only to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and outside the United States to non-U.S. persons in reliance on Regulation S. The notes and guarantee may not be offered or sold in the United States absent registration under, or an applicable exemption from, the registration requirements of the Securities Act. About AmBev Based in Sao Paulo, Brazil, AmBev -- http://www.ambev.com.br/ -- is the largest brewer in Latin America and the fifth largest brewer in the world. AmBev's beer brands include Skol, Brahma and Antarctica. AmBev also produces and distributes soft drink brands such as Guarana Antarctica, and has franchise agreements for Pepsi soft drinks, Gatorade and Lipton Ice Tea. AmBev has been present in Canada since 2004 through Labatt. Founded in London, Ontario in 1847 and the proud brewer of more than 60 quality beer brands, Labatt is Canada's largest brewery. * * * As reported in the Troubled Company Reporter on Sept. 4, 2006, Moody's Investors Service upgraded to Ba1 from Ba2 the foreign currency issuer rating of Companhia de Bebidas das Americas aka AmBev to reflect the upgrade of Brazil's foreign currency country ceiling to Ba1 from Ba2. AmBev's global local currency issuer rating of Baa3 and the foreign currency rating of Baa3 for its debt issues remain on review for possible upgrade. COMPANHIA SIDERURGICA: Acquiring Minas Gerais Iron Ore Producer --------------------------------------------------------------- Companhia Siderurgica Nacional is in the final stages of closing a deal to buy an unnamed, medium-sized iron ore producer in Minas Gerais, Valor Economico reports. Business News Americas relates that Minas Gerais has been "fertile territory for acquisitions." Brazilian mining and metals firm MMX recently bought AVG Mineracao and its iron ore deposit in Serra Azul, Minas Gerais. Companhia Siderurgica also owns the Casa de Pedra iron ore mine in Minas Gerais. Companhia Siderurgica is allegedly keen on buying iron ore miner Ferteco, BNamericas states. Companhia Siderurgica Nacional is one of the lowest-cost steel producers in the world, which is a result of its access to proprietary, high-quality iron ore (at the Casa de Pedra mine); self-sufficiency in energy; streamlined facilities; and logistics advantages. This is in addition to the group's strong market position in the fairly concentrated steel industry in Brazil. * * * On Jan. 26, 2006, Standard and Poor's Rating Services assigned a 'BB' corporate credit rating on Brazilian flat carbon steelmaker Companhia Siderurgica Nacional. The 'BB' corporate credit rating on CSN reflects the company's exposure to volatile demand and price cycles, increasing competition in its home and predominant market of Brazil, aggressive dividend policy and capital investment plan, and sizable gross-debt position. These risks are partly offset by CSN's privileged cost position and sound operating profile, favorable market position in Brazil, strong export capabilities to offset occasional domestic demand sluggishness, and increasing business diversification. EMI GROUP: Terra Firma Extends GBP2.4 Bln. Cash Offer to July 19 ---------------------------------------------------------------- Terra Firma Capital Partners Ltd.'s extended until July 19, 2007, the time within which EMI Group Plc shareholders can accept its GBP2.4 billion cash offer for the UK music group, published reports say. The proposed takeover by Maltby Limited, a private equity buyout vehicle set up by Terra Firma Capital Partners Ltd., obtained clearance from the European commission on July 12, 2007. As of July 12, 2007, being the revised closing date of the offer, Maltby received valid acceptances totalling 31,010,127 EMI shares or around 3.82% of the existing issued ordinary share capital of EMI. EMI's board of directors accepted the offer in May 2007 and recommended shareholders to do the same. Warner Music Before the board accepted Terra Firma's offer, Warner Music sweetened its bid to acquire EMI by offering to pay a break-up fee of between GBP50 million and GBP100 million in case the European Commission blocks its planned takeover of the U.K. music group, Dominic White of The Telegraph related. EMI, the world's third largest music producer, has been subject to several takeover bids including from U.S. rival Warner Music Group Corp. and other equity firms after it suffered losses due to a shrinking CD market and rampant online piracy. EMI previously rejected Warner Music's GBP2.1 billion non- binding takeover bid on March 2, 2007, saying that the price of 260 pence per share in cash for EMI is inadequate. According to Mr. White of The Telegraph, EMI also cited concerns that Warner had not offered to take any of the regulatory risk in relation to the takeover. Latest reports reveal that EMI shareholders are waiting to see if Warner Music will make a counter offer for EMI after it confirmed last month that it continues to actively consider an offer for its UK rival, despite its bid being snubbed in favor of an equity firm. About Terra Firma Terra Firma is a leading European private equity firm, created in 2002 as the independent successor to the Principal Finance Group, a division of Nomura that was created in 1994. Terra Firma focuses on buyouts of large, asset-rich and complex businesses in need of operational and/or strategic change. Since its inception in 1994, Terra Firma has invested over EUR7 billion of equity and has completed transactions with an aggregate transaction value of over EUR30 billion. Terra Firma has offices in London and Frankfurt. About Warner Music Group 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, Philippines, Thailand, and the United Kingdom, among others. About EMI Headquartered in London, United Kingdom, EMI Group PLC -- http://www.emigroup.com/-- is the world's largest independent music company, operating directly in 50 countries and with licensees in a further 20. The group has operations in Brazil, China, and Hungary. The group employs over 6,600 people. Revenues in 2005 were near EUR2 billion and operating profit generated was over EUR225 million. At March 31, 2006, EMI Group's consolidated balance sheet revealed GBP1.817 billion in total assets, GBP2.544 billion in total liabilities and GBP726.6 million in shareholders' deficit. The company issued two profit warnings since January 2007. * * * In February 2007, Standard & Poor's Ratings Services lowered its long-term corporate credit and senior unsecured debt ratings on UK-based music group EMI Group PLC to 'BB-' from 'BB'. The 'B' short-term rating was affirmed. At the same time, the long-term corporate credit rating and debt ratings were put on CreditWatch with negative implications. In January 2007, Moody's Investors Service downgraded EMI Group plc's Corporate Family and senior debt ratings to Ba3 from Ba2. All ratings remain under review for possible further downgrade. Downgrade and review follow the announcement that EMI: (i) will incur up to GBP150 million in incremental restructuring costs, (ii) has performed below its expectations during its financial year-to-date, (iii) has installed Eric Nicoli, hitherto chairman of the group as CEO of EMI Group and of EMI Recorded Music and is reviewing its balance sheet. JBS SA: S&P Affirms B+ Long-Term Corporate Credit Rating -------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B+' long-term corporate credit rating on Brazil-based meat-processing company JBS S.A. and removed the ratings from CreditWatch with negative implications where they were placed May 29, 2007. The outlook is negative. At the same time, the long-term corporate credit rating on Greeley, Colo.-based Swift & Co. was raised to 'B+' from 'B' and removed from CreditWatch with positive implications where they were placed July 6, 2007. The outlook is negative. The ratings on Swift are subsequently withdrawn at the company's request. Pro forma for the transaction, about US$2.1 billion of debt is affected. The rating action reflects the pro-forma combined capital structure of JBS after the completion of the Swift acquisition on July 11, 2007, with equity inflows of approximately US$950 million and US$600 million of debt reduction at the Swift level. The improved capital structure partially offsets our view that JBS will face some challenges to turn around Swift's operations. These challenges include low margins and very weak performance of the past several years; mad cow disease in the U.S.; industry overcapacity; the highly competitive operating environment; and the inherent differences of the U.S. market. S&P believes that JBS' expertise in beef should support improvements in Swift's North American beef operations in the intermediate to long term. However, industry conditions remain difficult in the near term, with limited supply of cattle for slaughtering, and the continued closure of some foreign markets to U.S. beef exports. JBS' strong cash position after the completion of its recent equity offers reduces the company's exposure to the debt markets and provides significant working capital requirements for the combined entity. S&P also anticipates that JBS will maintain its large capital expenditure program in South America, which is expected to use more than 70% of the combined company's cash flow generation in the next two years, putting additional strain on the company's cash flows and management team. The negative outlook reflects S&P's expectations that JBS will face some major challenges in turning around Swift's weak operational performance. The outlook also incorporates S&P's expectation that the company will continue to report a highly leveraged capital structure and weak cash flow generation. The ratings could be lowered if the company's operating performance deteriorates and it has a related effect on the company's financial performance. The outlook could be revised to stable if the company delivers stronger-than-projected EBITDA margins, reduces its leverage to more appropriate levels for its current rating given the inherent volatility and cyclicality of the business, and sustains stronger credit protection measures. Headquartered in Sao Paulo, Brazil, JBS is the third largest beef company in the world in terms of cattle slaughtering capacity and the largest beef processor and exporter in Brazil, Argentina and Latin America. With operations in Brazil and Argentina, JBS produces, prepares, packages and delivers fresh, chilled and processed beef and beef by-products to customers both in Brazil and abroad. Headquartered in Greeley, Colorado, Swift & Company is one of the world's leading beef and pork processing companies. Its largest business segments are domestic beef processing, domestic pork processing and beef operations in Swift Australia. Swift's parent S&C Holdco 3 is owned by a limited partnership formed by equity sponsors HM Capital Partners LLC (formerly Hicks Muse) and Booth Creek Management Corporation. Consolidated sales for the twelve months ended Feb. 25, 2007, were approximately US$9.5 billion. LYONDELL CHEMICAL: To be Acquired by Basell for US$48 Per Share --------------------------------------------------------------- Lyondell Chemical Company has signed a definitive agreement pursuant to which Basell will acquire its outstanding common shares for US$48 per piece in an all cash transaction with a total enterprise value of approximately US$19 billion, including the assumption of debt. The purchase price per share represents a 45% premium to Lyondell's closing share price on May 10, 2007, the day prior to the disclosure by Access Industries, the industrial group that owns Basell, of its potential interest in Lyondell, and a 20% premium to Lyondell's closing share price on July 16, 2007. The transaction was unanimously approved by the Boards of Directors of Basell and Lyondell. The transaction will create one of the sector's largest companies. Lyondell's three business segments: * ethylene, co-products and derivatives; * propylene oxide and related products; and * refining will complement and significantly strengthen Basell's polyolefins business. Basell and Lyondell together would have had combined 2006 revenues of approximately US$34 billion and 15,000 employees around the world. Len Blavatnik, Chairman and Founder of U.S.-based Access Industries, said: "The combination of Basell and Lyondell creates one of the top chemical companies in the world. This combination further strengthens Access' long-term strategic position in the global petrochemical industry." Commenting on the transaction, Volker Trautz, Chief Executive Officer of Basell, said: "Lyondell's competitively positioned assets, access to raw material and refining capacity are excellent complements to Basell's diversified portfolio." "We believe this transaction offers significant value for Lyondell's shareholders," said Dan F. Smith, Chairman, President and Chief Executive Officer of Lyondell. "We are very pleased that Basell recognizes the value and fit of our portfolio of chemical and refining assets. Basell and Lyondell share a common vision for continued success, and the combination of our companies will enhance our opportunities." The transaction is subject to customary closing conditions, including regulatory approvals and the approval of Lyondell shareholders. This transaction is expected to close within the next several months and is not subject to financing. About Basell Basell -- http://www.basell.com/-- is the global leader in polyolefin technology, production and marketing. It is the largest producer of polypropylene and advanced polyolefin products; a leading supplier of polyethylene and catalysts, and the industry leader in licensing polypropylene and polyethylene processes, including providing technical services for its proprietary technologies. Basell, together with its joint ventures, has manufacturing facilities in 19 countries and sells products in more than 120 countries. Basell is privately owned by Access Industries. About Access Industries Access Industries -- http://www.accessindustries.com/-- is a privately held, U.S.-based industrial group with long-term holdings worldwide. Access was founded in 1986 by Chairman, Len Blavatnik, an American industrialist. Access' industrial focus spans three key sectors: natural resources and chemicals; telecommunications and media; and real estate. About Lyondell Headquartered in Houston, Texas, Lyondell Chemical Company (NYSE:LYO) -- http://www.lyondell.com/-- is North America's third-largest independent, publicly traded chemical company. Lyondell manufactures chemicals and plastics, a refiner of heavy, high-sulfur crude oil and a significant producer of fuel products. Key products include ethylene, polyethylene, styrene, propylene, propylene oxide, gasoline, ultra low-sulfur diesel, MTBE and ETBE. The company also has locations in Austria, France, Italy, The Netherlands, Belgium, Germany, Spain, United Kingdom, Brazil, China, Japan, Taiwan, India and Singapore. * * * As reported in the Troubled Company Reporter-Latin America on June 6, 2007, Fitch Ratings expects to assign a 'BB-' rating to Lyondell Chemical Company's US$500 million announced offering of senior unsecured notes due 2017. Proceeds from this offering are expected to fully repay the existing US$500 million, 10.875% senior subordinated notes due 2009. Fitch also affirmed other ratings: -- Issuer Default Rating at 'BB-'; -- Senior secured credit facility and term loan at 'BB+'; -- Senior secured notes at 'BB+'; -- Senior unsecured notes at 'BB-'; -- Debentures at 'BB-'; As reported in the Troubled Company Reporter-Latin America on June 4, 2007, Standard & Poor's Ratings Services assigned its 'B+' rating to the proposed Lyondell Chemical Co.'s US$500 million of unsecured notes due 2017, issued pursuant to Lyondell's Rule 415 shelf registration. S&P also affirmed its corporate credit rating on Lyondell (BB-/Stable/B-1). S&P said the outlook was stable. LYONDELL CHEMICAL: Fitch Watches Ratings Due to Basell Deal ----------------------------------------------------------- Fitch Ratings has placed Lyondell, Equistar and Millennium on Rating Watch Negative following the announcement that Lyondell has agreed to be acquired by Basell for US$12.66 billion, or US$48 per share. The transaction is valued at $19 billion including the consolidated debt outstanding at Lyondell. Fitch has placed these ratings on Rating Watch Negative: Lyondell: -- Issuer Default Rating 'BB-'; -- Senior secured credit facility and term loan 'BB+'; -- Senior secured notes 'BB+'; -- Senior unsecured notes 'BB-'; -- Debentures 'BB-'. Equistar: -- Issuer Default Rating B+; -- Senior secured credit facility 'BB+/RR1'; -- Senior unsecured notes 'BB-/RR3'. Millennium Chemicals Inc.'s: -- Issuer Default Rating (IDR) 'B+'; -- Convertible senior unsecured debentures 'BB/RR2'. Millennium America Inc.: -- Issuer Default Rating 'B+'; -- Senior unsecured notes 'BB/RR2'. At the same time, Fitch has affirmed and subsequently withdrawn Millennium America's senior secured credit facility and term loan ratings at 'BB+/RR1'. The credit facility and term loan have been repaid and terminated during the second quarter of 2007. For Lyondell, approximately US$5 billion of debt is covered; for Equistar, approximately US$1.6 billion of debt is covered; and for Millennium Chemicals, approximately US$400 million of debt is covered by these actions. The Rating Watch Negative follows Lyondell's announcement that it had entered into a definitive agreement under which Basell will acquire all the outstanding shares of Lyondell for US$48 per common share in an all cash transaction with a total enterprise value of approximately US$19 billion, including the assumption of debt. Fitch expects to downgrade the ratings at least one notch. Fitch also placed Basell's 'BB-' IDR rating on Rating Watch Negative. The transaction has been unanimously approved by the Board of Directors of Basell and Lyondell, and is expected to close during the next several months. Also the transaction is subject to regulatory approval and the approval of Lyondell shareholders. Fitch recognizes that Lyondell's senior unsecured notes due 2014, 2016 and 2017 contain tight covenants including restricted payment limitations and change of control provisions, which the latter allows bondholders to put the bonds to the company for redemption of 101% of the aggregate amount outstanding. Similarly, Equistar's senior unsecured notes due 2008 and 2011 have the same protections as well. These notes are likely to be repaid subsequent to the close of the transaction. Fitch expects to resolve the Rating Watch Negative upon closure of the transaction and review of the resulting capital structures at Lyondell and its subsidiaries. Lyondell holds leading global positions in propylene oxide and derivatives, as well as leading North American positions in ethylene, propylene, polyethylene, aromatics, acetic acid, and vinyl acetate monomer. Lyondell also has substantial refining operations located in Houston, Texas. The company benefits from strong technology positions and barriers to entry in its major product lines. Lyondell owns 100% of Equistar; 70.5% directly and 29.5% indirectly through its wholly owned subsidiary Millennium. Basell was formed in 2000 when its previous shareholders BASF and Shell combined their respective polypropylene businesses with their existing polyethylene joint venture. Following the LBO, the group is owned by affiliated companies of Access Industries Group, a New York- based private equity firm. Lyondell holds leading global positions in propylene oxide and derivatives, as well as leading North American positions in ethylene, propylene, polyethylene, aromatics, acetic acid, and vinyl acetate monomer. The company also has substantial refining operations located in Houston, Texas. The company benefits from strong technology positions and high barriers to entry in its major product lines. Lyondell owns 100% of Equistar; 70.5% directly and 29.5% indirectly through its wholly owned subsidiary Millennium. For the latest three months ending March 31, 2007, Lyondell and its subsidiaries generated US$2.37 billion of EBITDA on US$23.3 billion in sales. Lyondell has operations in South Korea, Brazil and the Netherlands. LYONDELL CHEMICAL: Basell Deal Cues Moody's to Watch Ratings ------------------------------------------------------------ Moody's Investors Service placed the ratings of Lyondell Chemical Company, Equistar Chemical Company LP and Millennium Chemicals Inc. (Corporate Family Ratings of Ba3) under review for possible downgrade following the announcement that Lyondell has agreed to be acquired by Basell AF SCA (Ba3 CFR under review for possible downgrade) in a transaction worth roughly US$19 billion including the assumption of debt. This transaction is subject to regulatory review and approval by Lyondell's shareholders. The boards of both companies have approved the transaction. Moody's also affirmed Lyondell's speculative grade liquidity rating at SGL-1. However, the financing of this potential transaction, could result in a change to the SGL rating as well. Basell remains under review for possible downgrade as of July 17, 2007, following the announcement of its proposed acquisition of Lyondell. Moody's review will focus on: 1) financing of the proposed transaction, 2) the financial metrics of the combined company including projected synergies, 3) its financial policies and the prospects for meaningful debt reduction over the next two to three years, and 4) strategy for future global growth. Financing for the transaction has not been disclosed On Review for Possible Downgrade: Issuer: Lyondell Chemical Company -- Corporate Family Rating, currently Ba3 -- Probability of Default Rating, currently Ba3 -- Senior Secured Bank Credit Facility, currently Ba2 -- Senior Secured Regular Bond/Debenture, currently Ba2 -- Senior Unsecured Medium-Term Note Program, currently B1 -- Senior Unsecured Regular Bond/Debenture, currently B1 Issuer: Equistar Chemicals, LP -- Corporate Family Rating, currently Ba3 -- Probability of Default Rating, currently Ba3 -- Senior Unsecured Regular Bond/Debenture, B1 -- Issuer: Millennium America Inc. -- Senior Unsecured Regular Bond/Debenture, currently B1 Issuer: Millennium Chemicals Inc. -- Probability of Default Rating, currently Ba3 -- Corporate Family Rating, currently Ba3 -- Senior Unsecured Conv./Exch. Bond/Debenture, currently B1 Headquartered in Houston, Texas, Lyondell Chemical Company (NYSE:LYO) -- http://www.lyondell.com/-- is North America's third-largest independent, publicly traded chemical company. Lyondell manufactures chemicals and plastics, a refiner of heavy, high-sulfur crude oil and a significant producer of fuel products. Key products include ethylene, polyethylene, styrene, propylene, propylene oxide, gasoline, ultra low-sulfur diesel, MTBE and ETBE. The company also has locations in Austria, France, Italy, The Netherlands, Belgium, Germany, Spain, United Kingdom, Brazil, China, Japan, Taiwan, India and Singapore. LYONDELL CHEMICAL: Basell Deal Cues S&P to Watch Ratings -------------------------------------------------------- Standard & Poor's Ratings Services placed its 'BB-' corporate credit ratings on U.S.-based Lyondell Chemical Co. and Equistar Chemicals L.P., its 'B+' rating on Millennium Chemicals Inc., and ratings on Lyondell's other related entities on CreditWatch with negative implications, in connection with the planned acquisition by Basell AF S.C.A. The 'BB-' long-term corporate credit rating on Luxembourg-based Basell AF SCA and the ratings on related entities remain on CreditWatch with negative implications, where they were placed on June 26, 2007. "The CreditWatch listings reflect the definitive agreement under which Basell plans to acquire Lyondell Chemical Co. for a total enterprise value of about US$19 billion in an all-cash transaction paying US$48 per common share," said S&P's credit analyst Tobias Mock. The transaction is subject to regulatory approvals and the approval of Lyondell shareholders. S&P expects Basell to finance the purchase largely with debt, which will result in a very aggressive capital structure with an estimated debt to EBITDA of about five times. S&P's expects only moderate implications for Basell's business risk profile due to an improved product mix and better diversification, while the exposure to the petrochemical cycle will remain high. Therefore, the volatility of cash flows is expected to remain meaningful depending upon the balance of supply and demand for key petrochemical products, raw material cost trends, and overall economic conditions. "We will resolve the CreditWatch placements after meeting with management to evaluate in detail the financial policies and strategy for the combined company and the impact of such a combination on the business and financial risk profiles," said Mr. Mock. Lyondell holds leading global positions in propylene oxide and derivatives, as well as leading North American positions in ethylene, propylene, polyethylene, aromatics, acetic acid, and vinyl acetate monomer. The company also has substantial refining operations located in Houston, Tex. The company benefits from strong technology positions and high barriers to entry in its major product lines. Lyondell owns 100% of Equistar; 70.5% directly and 29.5% indirectly through its wholly owned subsidiary Millennium. For the latest three months ending March 31, 2007, Lyondell and its subsidiaries generated US$2.37 billion of EBITDA on US$23.3 billion in sales. Lyondell has operations in South Korea, Brazil and the Netherlands. MILLENNIUM CHEMICALS: Fitch Places Ratings on Negative Watch ------------------------------------------------------------ Fitch Ratings has placed Lyondell, Equistar and Millennium on Rating Watch Negative following the announcement that Lyondell has agreed to be acquired by Basell for US$12.66 billion, or US$48 per share. The transaction is valued at US$19 billion including the consolidated debt outstanding at Lyondell. Fitch has placed these ratings on Rating Watch Negative: Lyondell: -- Issuer Default Rating 'BB-'; -- Senior secured credit facility and term loan 'BB+'; -- Senior secured notes 'BB+'; -- Senior unsecured notes 'BB-'; -- Debentures 'BB-'. Equistar: -- Issuer Default Rating B+; -- Senior secured credit facility 'BB+/RR1'; -- Senior unsecured notes 'BB-/RR3'. Millennium Chemicals Inc.'s: -- Issuer Default Rating 'B+'; -- Convertible senior unsecured debentures 'BB/RR2'. Millennium America Inc.: -- Issuer Default Rating 'B+'; -- Senior unsecured notes 'BB/RR2'. At the same time, Fitch has affirmed and subsequently withdrawn Millennium America's senior secured credit facility and term loan ratings at 'BB+/RR1'. The credit facility and term loan have been repaid and terminated during the second quarter of 2007. For Lyondell, approximately US$5 billion of debt is covered; for Equistar, approximately US$1.6 billion of debt is covered; and for Millennium Chemicals, approximately US$400 million of debt is covered by these actions. The Rating Watch Negative follows Lyondell's announcement that it had entered into a definitive agreement under which Basell will acquire all the outstanding shares of Lyondell for US$48 per common share in an all cash transaction with a total enterprise value of approximately $19 billion, including the assumption of debt. Fitch expects to downgrade the ratings at least one notch. Fitch also placed Basell's 'BB-' IDR rating on Rating Watch Negative. The transaction has been unanimously approved by the Board of Directors of Basell and Lyondell, and is expected to close during the next several months. Also the transaction is subject to regulatory approval and the approval of Lyondell shareholders. Fitch recognizes that Lyondell's senior unsecured notes due 2014, 2016 and 2017 contain tight covenants including restricted payment limitations and change of control provisions, which the latter allows bondholders to put the bonds to the company for redemption of 101% of the aggregate amount outstanding. Similarly, Equistar's senior unsecured notes due 2008 and 2011 have the same protections as well. These notes are likely to be repaid subsequent to the close of the transaction. Fitch expects to resolve the Rating Watch Negative upon closure of the transaction and review of the resulting capital structures at Lyondell and its subsidiaries. Lyondell holds leading global positions in propylene oxide and derivatives, as well as leading North American positions in ethylene, propylene, polyethylene, aromatics, acetic acid, and vinyl acetate monomer. Lyondell also has substantial refining operations located in Houston, Texas. The company benefits from strong technology positions and barriers to entry in its major product lines. Lyondell owns 100% of Equistar; 70.5% directly and 29.5% indirectly through its wholly owned subsidiary Millennium. Basell was formed in 2000 when its previous shareholders BASF and Shell combined their respective polypropylene businesses with their existing polyethylene joint venture. Following the LBO, the group is owned by affiliated companies of Access Industries Group, a New York- based private equity firm. Millennium Chemicals Inc. is an international chemical company that provides a range of commodity, industrial, performance and specialty chemicals. The Company generates revenue from export sales (sales from within the United States to foreign customers), as well as revenue from those of its operations that are conducted outside the United States. The company also owns a 29.5% interest in Equistar, a partnership between the company and Lyondell Chemical Company. The Company's principal operations are grouped into three business segments: Titanium Dioxide and Related Products, Acetyls and Specialty Chemicals. The company has operations in Brazil and United Kingdom. MILLENNIUM CHEMICALS: Moody's Places Ratings Under Review --------------------------------------------------------- Moody's Investors Service placed the ratings of Millennium Chemicals Inc., Equistar Chemical Company LP and Lyondell Chemical Company (Corporate Family Ratings of Ba3) under review for possible downgrade following the announcement that Lyondell has agreed to be acquired by Basell AF SCA (Ba3 CFR under review for possible downgrade) in a transaction worth roughly US$19 billion including the assumption of debt. This transaction is subject to regulatory review and approval by Lyondell's shareholders. The boards of both companies have approved the transaction. Moody's also affirmed Lyondell's speculative grade liquidity rating at SGL-1. However, the financing of this potential transaction, could result in a change to the SGL rating as well. Basell remains under review for possible downgrade as of July 17, 2007, following the announcement of its proposed acquisition of Lyondell. Moody's review will focus on: 1) financing of the proposed transaction, 2) the financial metrics of the combined company including projected synergies, 3) its financial policies and the prospects for meaningful debt reduction over the next two to three years, and 4) strategy for future global growth. Financing for the transaction has not been disclosed On Review for Possible Downgrade: Issuer: Millennium America Inc. -- Senior Unsecured Regular Bond/Debenture, currently B1 Issuer: Millennium Chemicals Inc. -- Probability of Default Rating, currently Ba3 -- Corporate Family Rating, currently Ba3 -- Senior Unsecured Conv./Exch. Bond/Debenture, currently B1 Issuer: Equistar Chemicals, LP -- Corporate Family Rating, currently Ba3 -- Probability of Default Rating, currently Ba3 -- Senior Unsecured Regular Bond/Debenture, B1 Issuer: Lyondell Chemical Company -- Corporate Family Rating, currently Ba3 -- Probability of Default Rating, currently Ba3 -- Senior Secured Bank Credit Facility, currently Ba2 -- Senior Secured Regular Bond/Debenture, currently Ba2 -- Senior Unsecured Medium-Term Note Program, currently B1 -- Senior Unsecured Regular Bond/Debenture, currently B1 Millennium Chemicals Inc. is an international chemical company that provides a range of commodity, industrial, performance and specialty chemicals. The Company generates revenue from export sales (sales from within the United States to foreign customers), as well as revenue from those of its operations that are conducted outside the United States. The Company also owns a 29.5% interest in Equistar, a partnership between the Company and Lyondell Chemical Company (Lyondell). The Company's principal operations are grouped into three business segments: Titanium Dioxide and Related Products, Acetyls and Specialty Chemicals. The company has operations in Brazil and United Kingdom. PETROLEO BRASILEIRO: Awards Two Contracts to Siemens' Unit ---------------------------------------------------------- Brazilian state-run oil firm Petroleo Brasileiro SA has awarded German industrial group Siemens' Power Generation unit two contracts for EUR75 million, Siemens said in a statement. Business News Americas relates that under one of the contracts, Siemens will sell Petroleo Brasileiro 17 compressor trains. Siemens told BNamericas that 11 of the trains will go to Transportadora Gasene, which Petroleo Brasileiro created for the construction of a gas pipeline from Brazil's southeast to the northeast region. Six of the trains will be sent to Petroleo Brasileiro's gas treatment plant at Cacimbas, Espirito Santo. "The 17 compressor trains will be pre-assembled" in Siemens' Houston facility, BNamericas states, citing Siemens. 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: Inks Engineering Support Contract with MCS --------------------------------------------------------------- Brazilian state-owned oil firm Petroleo Brasileiro SA has signed a two-year contract with Irish subsea engineering company MCS for engineering support, according to a statement by MCS. Business News Americas relates that "MCS will be responsible for pipeline engineering support services" for Petroleo Brasileiro's installation and construction unit. Petroleo Brasileiro "will use MCS' PipeLay software, which helps engineers analyze offshore pipeline installation," 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. PETROLEO BRASILEIRO: Oil Production Rises 8.6% in June ------------------------------------------------------ Petroleo Brasileiro SA aka Petrobras reported that in June 2007, oil production has averaged 1,827,392 barrels per day, 8.6% over a year ago, i.e., a 145,000 bpd rise. Compared to May 2007, the increase was 66,000 bpd. These factors played an important role in June's production surge: a) The compression system on platform P-34, in the Jubarte field, in the Campos Basin, went online; b) Production was kicked-off at the following fields: -- On May 28, well GLF-10, interconnected to FPSO- Capixaba, located in the Golfinho field, in the Esp�rito Santo Basin; -- On June 20, well ESP-36, interconnected to FPSO- Cidade do Rio de Janeiro, in the Espardate field, in the Campos Basin; -- On June 27, well MLS-79, interconnected to platform P-37, in the Marlim field, in the Campos Basin; c) Increased operating efficiency at all Petrobras Exploration & Production area Business Units. In Brazil, oil and natural gas production has averaged 2,970,872 barrels of oil equivalent per day (boe/day), 6.9% over a year ago and 3.6% more than the previous month. Added to the production of the fields located abroad, the company's total production volume averaged 2,342,928 barrels of oil equivalent/day, a 6.3% increase over a year ago. The Brazilian natural gas production topped-out at 43,003,000 cubic meters per day, 2.9% more than last May, when the average was 41,800,000 cubic meters per day. Total production (oil & gas) in the eight countries where Petrobras has assets in operation was 245,056 barrels, nearly the same as the previous month's mark (245,176 barrels). 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. POLYPORE INT'L: Completes Offering of 10-1/2% Sr. Discount Notes ---------------------------------------------------------------- Polypore International Inc. completed its tender offer for a portion of its 10-1/2% senior discount notes due 2012, which expired on July 13, 2007, at 5 p.m., New York City time. The tender offer was made pursuant to an offer to purchase and consent solicitation statement dated June 15, 2007. As of the expiration time, US$299,480,000 aggregate principal amount at maturity of notes were tendered, representing about 99.83% of the aggregate principal amount at maturity outstanding. The settlement date for notes tendered in the tender offer on or prior to the expiration time is expected to be today, July 16, 2007. The company will pay US$293,215,824 in the aggregate to purchase the notes tendered in the tender offer, US$289,215,824 of which the company paid on July 3, 2007, to holders who tendered prior to a June 28, 2007, consent deadline. The complete terms and conditions of the tender offer is set forth in the offer to purchase that has been sent to holders of the notes. Copies of the offer to purchase and related documents may be obtained from the information agent for the tender offer, Global Bondholder Services Corporation, at (212) 430-3774 and (866) 807-2200 (toll-free). J.P. Morgan Securities Inc. acted as the dealer manager and solicitation agent for the tender offer and consent solicitation. Questions regarding the tender offer and the consent solicitation may be directed to J.P. Morgan Securities Inc. at (212) 270-1477 (call collect). About Polypore International Headquartered in Charlotte, North Carolina, Polypore International Inc., is develops, manufactures and markets specialized polymer-based membranes used in separation and filtration processes. The company is managed under two business segments. The energy storage segment, which currently represents approximately two-thirds of total revenues, produces separators for lead-acid and lithium batteries. The separations media segment, which currently represents approximately one- third of total revenues, produces membranes used in various health care and industrial applications. The company has operations in Australia, Germany and Brazil. * * * As reported in the Troubled Company Reporter on May 11, 2007, Moody's Investors Service assigned Ba3 ratings to Polypore Inc.'s new senior secured bank credit facilities. In a related action, Moody's affirmed the B3 Corporate Family and Probability of Default Ratings of Polypore's ultimate parent, Polypore International, Inc., and affirmed the ratings of Polypore Inc.'s senior subordinated notes at Caa1. Moody's said the outlook was positive. POLYPORE INTERNATIONAL: S&P Revises Outlook to Positive ------------------------------------------------------- Standard & Poor's Ratings Services revised its outlook on Charlotte, N.C.-based Polypore International Inc. and its subsidiary Polypore Inc. to positive from stable. At the same time, S&P affirmed its ratings on both companies, including the 'B' corporate credit rating. "The outlook revision reflects the completion of a US$285 million IPO, proceeds of which have been applied to debt reduction, and the resulting improvement in credit protection measures," said S&P's credit analyst Gregoire Buet. The ratings continue to reflect Polypore's highly leveraged financial risk profile, characterized by high, though reduced, debt levels and weak credit metrics. The company manufactures microporous membranes for use in energy storage and separations applications. Polypore derives about 70% of revenues from separators for lead- acid batteries used in transportation and industrial applications as well as for disposable and rechargeable lithium batteries. The lead-acid market tends to be mature and stable, although growth opportunities exist in emerging markets. The lithium business benefits from strong growth prospects, but can be volatile. Polypore's other business includes filtration membranes used by makers of health-care, food and beverage, and industrial separations equipment. Headquartered in Charlotte, North Carolina, Polypore International Inc., is develops, manufactures and markets specialized polymer-based membranes used in separation and filtration processes. The company is managed under two business segments. The energy storage segment, which currently represents approximately two-thirds of total revenues, produces separators for lead-acid and lithium batteries. The separations media segment, which currently represents approximately one- third of total revenues, produces membranes used in various health care and industrial applications. The company has operations in Australia, Germany and Brazil. SANYO ELECTRIC: Plant Escapes Damage from 6.8 Magnitude Quake ------------------------------------------------------------- Sanyo Electric Co., Ltd., is among the companies who have shut down for repairs and safety inspections after a 6.8 magnitude earthquake hit Japan, reports Reuters. According to the report, a Sanyo spokesman said that the company plans to resume operations at its chip factory in Ojiya City as early as Tuesday. Reportedly, Sanyo had to stop production lines and evacuate employees at its facility after the quake, but found no major damage to its equipment. Headquartered in Osaka, Japan, Sanyo Electric Co., Ltd. -- http://www.sanyo.com/-- is one of the world's leading manufacturers of consumer electronics products. The company has global operations in Brazil, Germany, India, Ireland, Spain, the United States and the United Kingdom, among others. * * * In March 2007, Fitch Ratings placed SANYO Electric Co. Ltd.'s BB+ long-term foreign and local currency issuer default and senior unsecured ratings on rating watch negative. On May 23, 2006, Standard & Poor's Ratings Services affirmed its negative BB long-term corporate credit and BB+ senior unsecured debt ratings on SANYO Electric Co. Ltd. At the same time, the ratings were removed from CreditWatch where they were first placed with negative implications on Sept. 28, 2005. SOLECTRON CORP: Bags Parata Systems APM Manufacturing Contract -------------------------------------------------------------- Solectron Corporation disclosed that retail pharmacy automation leader Parata Systems, LLC has awarded the company a contract to manufacture Parata APM(TM) (Automated Product Machine). Solectron's Creedmoor, N.C.-based facility will manufacture the system. Parata APM gives consumers a convenient, self-service option for picking up refill prescriptions, in some cases even when the pharmacy is closed. Installed at the pharmacy counter, Parata APM holds 448 prescriptions. Only Parata APM can be accessed from the backside to offer the additional option of automating will-call for the pharmacy staff. "The convenience and access of self-service is driving a proliferation of kiosks across many retail segments," Robert Spignesi, executive vice president and General Manager, Parata Systems explains. "We partnered with Solectron for the company's ability to support our rapid growth plans. The company's expertise in manufacturing electro-mechanical, build- to-order self-service systems, as well as rapid production and delivery, made Solectron an ideal partner." Today, kiosks are ubiquitous in industries including airlines, restaurants, photo finishing and DVD movie rental. Prescription drug delivery simply represents the next frontier in this rapid expansion. "Self-service automation is quickly transitioning from a value- add convenience to an expectation for conducting business in today's high-speed, broad-access retail environment," said Doug Britt, executive vice president, Sales and Account Management, Solectron. "Parata's automation leadership makes it natural to bring this technology to a retail pharmacy. Solectron stands ready to support Parata's strategy with its experience in self- service automation design and manufacturing across banking, point-of-sale, entertainment and digital media segments. We look forward to collaborating closely with Parata on this exciting venture." About Parata Systems Founded in 2001, Durham, N.C.-based Parata System -- http://www.parata.com/-- offers technologies to enhance safety and convenience in retail pharmacy. Its products include Parata RDS (Robotic Dispensing System), which automates prescription dispensing with high speed and 100 percent accuracy for drug and dosage; Parata APM, which offers consumers convenient access to their refill prescriptions; and Parata PACMED, which improves safety and shortens delivery time in compliance-driven healthcare settings. 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+'. =========================== C A Y M A N I S L A N D S =========================== ANTHRACITE BALANCED: Proofs of Claim Filing Is Until Aug. 9 ------------------------------------------------------------ Anthracite Balanced Co.'s creditors are given until Aug. 9, 2007, to prove their claims to Scott Aitken and Connan Hill, the company's liquidators, 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. Anthracite Balanced shareholders agreed on June 20, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: Scott Aitken Connan Hill P.O. Box 1109 George Town, Grand Cayman Cayman Islands Tel: (345) 949-7755 Fax: (345) 949-7634 ANTHRACITE BALANCED: Sets Final Shareholders Meeting for Aug. 9 --------------------------------------------------------------- Anthracite Balanced Co. will hold its final shareholders meeting on Aug. 9, 2007, at 10:00 a.m.: 1185 Avenue of the Americas New York, New York 10036 USA 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) 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 liquidators can be reached at: Scott Aitken Connan Hill P.O. Box 1109 George Town, Grand Cayman Cayman Islands Tel: (345) 949-7755 Fax: (345) 949-7634 ASAP FUNDING: Proofs of Claim Filing Deadline Is Aug. 9 ------------------------------------------------------- Asap Funding Ltd.'s creditors are given until Aug. 9, 2007, to prove their claims to Chris Watler and Richard Gordon, the company's liquidators, 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. Asap Funding's shareholders agreed on June 25, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Richard Gordon Maples Finance Limited P.O. Box 1093 George Town, Grand Cayman Cayman Islands ASIAN FUNDING: Proofs of Claim Filing Is Until Aug. 9 ----------------------------------------------------- Asian Funding For Tags creditors are given until Aug. 9, 2007, to prove their claims to Hugh Thompson and Richard Gordon, the company's liquidators, 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. Asian Funding's shareholders agreed on June 21, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Richard Gordon Maples Finance Limited P.O. Box 1093 George Town, Grand Cayman Cayman Islands AS ASSIST: Will Hold Final Shareholders Meeting on Aug. 10 ---------------------------------------------------------- AS Assist Holdings Inc. will hold its final shareholders meeting on Aug. 10, 2007, at 9:30 a.m., at the office of the company. 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) 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 liquidators can be reached at: John Cullinane Derrie Boggess c/o Walkers SPV Ltd., Walker House 87 Mary Street, George Town Grand Cayman KY1-9002 Cayman Islands ASAP CURRENCY: Proofs of Claim Must be Filed by Aug. 9 ------------------------------------------------------ Asap Currency Fund.'s creditors are given until Aug. 9, 2007, to prove their claims to Joshua Grant and Jan Neveril, the company's liquidators, 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. Asap Currency's shareholders agreed on May 30, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Joshua Grant Jan Neveril Maples Finance Limited P.O. Box 1093 George Town, Grand Cayman Cayman Islands ASPECT TRADING: Proofs of Claim Filing Is Until Aug. 9 ------------------------------------------------------ Aspect Trading Fund's creditors are given until Aug. 9, 2007, to prove their claims to Richard Gordon and Joshua Grant, the company's liquidators, 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. Aspect Trading's shareholders agreed on June 21, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: Richard Gordon Joshua Grant Maples Finance Limited P.O. Box 1093 George Town, Grand Cayman Cayman Islands BANK OF INDIA: Raises INR400 Crore from Perpetual Bond Issue ------------------------------------------------------------ Bank of India raised INR400 crore from selling perpetual bonds, The Financial Express reports. As reported by the Troubled Company Reporter-Asia Pacific yesterday, the bank wanted to raise Tier-I and Tier-II capital to the extent of INR1,995 crore by issuing innovative perpetual debt instruments and Upper Tier-II Bonds. The Reserve Bank of India last year permitted banks to raise funds through the sale of perpetual debt instruments and other securities that qualify as subordinated debt, The Financial Express noted. In a regulatory filing with the Bombay Stock Exchange, the bank said its board of directors will meet on July 25, 2007, to consider and approve, its reviewed financial results for the quarter ended June 30, 2007. Headquartered in Mumbai, India, Bank of India -- http://www.bankofindia.com-- 2628 branches in India spread over all states/ union territories, including 93 specialized branches. The bank provides a range of financial products and services, including numerous credit schemes, deposit schemes, cash management services, credit/debit cards, deposit vaults and corporate bonds. It also extends finance to small and medium enterprises and small-scale industries. It provides a variety of loans, such as mortgage loans, educational loans, auto finance loans, holiday loans, personal loans and home loans. The bank offers Internet banking services for both the retail and corporate clients. The bank operations in the Cayman Islands, China, the Channel Islands, France, Hong Kong, Indonesia, Japan, Kenya, Singapore, the United Kingdom, the United States, and Vietnam. * * * Standard & Poor's Ratings Services assigned on March 26, 2007, its 'BB' issue rating to the bank's Hybrid Tier I notes to be issued by India's Bank of India (BOI; BBB-/Stable/A-3), acting through its Jersey branch. These notes are being issued under the bank's US$1 billion medium-term notes program. CHESHIRE FINANCE: Proofs of Claim Must be Filed by Aug. 9 --------------------------------------------------------- Cheshire Finance Ltd.'s creditors are given until Aug. 9, 2007, to prove their claims to Hugh Thompson and Joshua Grant, the company's liquidators, 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. Cheshire Finance's shareholders agreed on June 26, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: Hugh Thompson Joshua Grant Maples Finance Limited P.O. Box 1093 George Town, Grand Cayman Cayman Islands DRAGON MBS: Proofs of Claim Filing Deadline Is Aug. 9 ----------------------------------------------------- Dragon MBS Ltd.'s creditors are given until Aug. 9, 2007, to prove their claims to Guy Major and Richard Gordon, the company's liquidators, 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. Dragon MBS shareholders agreed on June 25, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: Richard Gordon Guy Major Maples Finance Limited P.O. Box 1093 George Town, Grand Cayman Cayman Islands GREENSTREAM MF: Proofs of Claim Must be Filed by Aug. 9 ------------------------------------------------------- Greenstream MF Ltd.'s creditors are given until Aug. 9, 2007, to prove their claims to dms Corporate 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. Greenstream MF's shareholders agreed on June 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: DMS Corporate Services Ltd. Attention: Jenny Suto dms Corporate Services Ltd. Ansbacher House P.O. Box 1344 Grand Cayman KY1-1208 Cayman Islands Tel: (345) 946 7665 Fax: (345) 946 7666 H3 GLOBAL: Sets Final Shareholders Meeting for Aug. 10 ------------------------------------------------------ H3 Global Advisors Ltd. will hold its final shareholders meeting on Aug. 10, 2007, at 10:30 a.m., at: Third Floor, Harbour Centre P.O. Box 1348, Grand Cayman KY1-1108 Cayman Islands 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: Q&H Nominees Ltd. Third Floor, Harbour Centre P.O. Box 1348 Grand Cayman KY1-1108 Cayman Islands H3 GLOBAL: Proofs of Claim Filing Is Until Aug. 10 -------------------------------------------------- H3 Global advisors creditors are given until Aug. 10, 2007, to prove their claims to Q&H Nominees 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. H3 Global's shareholders agreed on June 15, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Q&H Nominees Ltd. c/o P.O. Box 1348 Grand Cayman KY1-1108 Cayman Islands Tel: (+1) 345 949 4123 Fax: (+1) 345 949 4647 HMTF-AMI: Proofs of Claim Must be Filed by Aug. 10 -------------------------------------------------- HMTF-AMI (Sp) Ltd.'s creditors are given until Aug. 10, 2007, to prove their claims to David W. Knickel, 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. HMTF-AMI's shareholders agreed on June 26, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: David W. Knickel c/o Stuarts P.O. Box 2510 George Town, Cayman Financial Centre 36A Dr. Roy's Drive, George Town Grand Cayman Cayman Islands IVY ENHANCED: Will Hold Final Shareholders Meeting on Aug. 10 ------------------------------------------------------------- Ivy Enhanced Alpha Feeder Fund Ltd. will hold its final shareholders meeting on Aug. 10, 2007, at 12:30 p.m., at the office of the company. 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) 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 liquidators can be reached at: John Cullinane Derrie Boggess c/o Walkers SPV Limited Walker House 87 Mary Street P.O. Box 908 George Town, Grand Cayman KY1-9002 Cayman Islands HFT REAL: Proofs of Claim Filing Ends on Aug. 9 ----------------------------------------------- HFT Real Estate CDO 2006-III Ltd.'s creditors are given until Aug. 9, 2007, to prove their claims to Chris Marett and Richard Gordon, the company's liquidators, 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. HFT Real's shareholders agreed on June 27, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Richard Gordon Maples Finance Limited P.O. Box 1093 George Town, Grand Cayman Cayman Islands MORGAN STANLEY: Proofs of Claim Must be Filed by Aug. 9 ------------------------------------------------------- Morgan Stanley Alternatives Managed Futures Ltd.'s creditors are given until Aug. 9, 2007, to prove their claims to Dwight Dube and Richard Gordon, the company's liquidators, 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. Morgan Stanley's shareholders agreed on June 27, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: Dwight Dube Richard Gordon Maples Finance Limited P.O. Box 1093 George Town, Grand Cayman Cayman Islands NFA (CAYMAN): Sets Final Shareholders Meeting for Aug. 9 -------------------------------------------------------- NFA (Cayman) Ltd. will hold its final shareholders meeting on Aug. 9, 2007, at: Queensgate House George Town, Grand Cayman Cayman Islands 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: Joshua Grant Maples Finance Limited P.O. Box 1093 George Town, Grand Cayman Cayman Islands OAM FINANCE: Proofs of Claim Filing Deadline Is Aug. 9 ------------------------------------------------------ OAM Finance Fund Ltd.'s creditors are given until Aug. 9, 2007, to prove their claims to Stuart K. Sybersma and Ian A. N. Wight, the company's liquidators, 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. OAM Finance's shareholders agreed on June 21, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: Stuart Sybersma Attention: Mervin Solas Deloitte P.O. Box 1787 George Town, Grand Cayman Cayman Islands Tel: (345) 949 7500 Fax: (345) 949 8258 OFFSHORE CRUDE: Proofs of Claim Must be Filed by Aug. 9 ------------------------------------------------------- Offshore Crude Purchasing Ltd.'s creditors are given until Aug. 9, 2007, to prove their claims to George C. Barry, 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. Offshore Crude's shareholders agreed on June 21, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidator can be reached at: George C. Barry 1185 Avenue of the Americas New York, N.Y. 10036 USA OFFSHORE CRUDE: Sets Final Shareholders Meeting for Aug. 9 ---------------------------------------------------------- Offshore Crude Purchasing Ltd. will hold its final shareholders meeting on Aug. 9, 2007, at: 1185 Avenue of the Americas New York, New York 10036 USA 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: George C. Barry 1185 Avenue of the Americas New York, N.Y. 10036 USA OWWS LIMITED: Proofs of Claim Filing Ends on Aug. 9 --------------------------------------------------- OWWS Ltd.'s creditors are given until Aug. 9, 2007, to prove their claims to Law Yui Lun and Wong Man Chung, Francis, the company's liquidators, 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. OWWS Ltd.'s shareholders agreed on June 21, 2007, to place the company into voluntary liquidation under The Companies Law (2004 Revision) of the Cayman Islands. The liquidators can be reached at: Law Yui Lun Wong Man Chung, Francis Joannah Small of Maples and Calder P.O. Box 309 George Town, Grand Cayman Cayman Islands =============== C O L O M B I A =============== ARMOR HOLDINGS: Prices Offering of 8.25% Senior Sub. Notes ---------------------------------------------------------- Armor Holdings Inc. has priced its previously announced tender offer to purchase for cash all of its outstanding 8.25% Senior Subordinated Notes due 2013, CUSIP No. 042260AB5, which, along with the related consent solicitation, are being conducted pursuant to the terms of and subject to the conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated July 2, 2007. The total consideration for each US$1,000 principal amount of the Notes, which will be payable in respect of the Notes that are accepted for payment and that were validly tendered on or prior to 5:00 p.m., New York City time, on July 16, 2007, will be US$1,066.53 per US$1,000 principal amount of the Notes, based on an assumed payment date of July 31, 2007, which is the business day following the Expiration Date of the Offer. The Tender Offer Consideration is the Total Consideration minus a US$20.00 consent payment. The Total Consideration was determined as of 2:00 p.m., New York City time, on July 16, 2007, and is equal to, for each US$1,000 principal amount of Notes, (i) the sum of the present value on the Payment Date of (a) $1,041.25 (the amount payable on Aug. 15, 2008, which is the date the Notes first become callable, plus (b) the interest that would be payable on, or accrue from, Feb. 15, 2007, the most recent interest payment date, until the First Call Date, in each case, determined on the basis of a yield to the First Call Date equal to the sum of the bid-side yield on the 4.125% U.S. Treasury Note due Aug. 15, 2008, which UBS Investment Bank calculated as 4.983% as of 2:00 p.m., New York City time, on July 16, 2007, in accordance with the Offer to Purchase, plus (y) a fixed spread of 50 basis points, minus (ii) accrued and unpaid interest from February 15, 2007 to, but not including, the Payment Date. The Consent Payment of US$20.00 per US$1,000 principal amount of Notes is included in the calculation of the Total Consideration and is not in addition to the Total Consideration. In addition to the Total Consideration, such tendering holders will receive accrued and unpaid interest up to, but not including, the Payment Date with respect to Notes validly tendered and not validly withdrawn prior to the Consent Payment Deadline pursuant to the Offer. The Offer shall expire at 12:00 midnight, New York City time on July 30, 2007, unless extended or earlier terminated. Holders who validly tender their Notes after the Consent Payment Deadline and on or prior to the Expiration Date will receive only the Tender Offer Consideration, plus accrued and unpaid interest up to, but not including, the Payment Date. As of the Consent Payment Deadline, Armor had received tenders of Notes and deliveries of related consents from holders of approximately 99.83% of the principal amount of the outstanding Notes. As a result of obtaining the requisite consents, Armor will execute and deliver a supplemental indenture setting forth the amendments to the indenture governing the Notes, which will eliminate substantially all restrictive covenants and certain event of default provisions in the indenture, as detailed in the Offer to Purchase. The supplemental indenture provides that the amendments to the indenture will become operative only on the payment date for the tendered Notes accepted by Armor for purchase pursuant to the Offer. Armor's obligation to accept for purchase and pay for the Notes validly tendered and consents validly delivered, and not validly withdrawn or revoked, pursuant to the Offer is subject to and conditioned upon the satisfaction of or, where applicable, Armor's waiver of, certain conditions including (1) the consummation of the proposed merger of Jaguar Acquisition Sub Inc., a Delaware corporation and a wholly-owned subsidiary of BAE Systems, Inc., with and into Armor pursuant to an Agreement and Plan of Merger among Armor, BAE Systems, Inc. and Merger Sub dated as of May 7, 2007; and (2) certain other general conditions, each as described in more detail in the Offer to Purchase. Requests for documents may be directed to the Information Agent for the Offer and Solicitation, Global Bondholder Services Corporation, by telephone at (866) 804-2200 (toll free) or (212) 430-3774, or in writing at 65 Broadway -- Suite 723, New York, NY 10006. Questions regarding the terms of the Offer and Solicitation should be directed to the Dealer Manager and Solicitation Agent, UBS Investment Bank, at (888) 722-9555, ext. 337-4210 (toll-free) or (203) 719-4210 (collect). About Armor Holdings Inc. Headquartered in Jacksonville, Florida, Armor Holdings, Inc. (NYSE: AH)-- http://www.armorholdings.com/-- manufactures and distributes security products and vehicle armor systems for the law enforcement, military, homeland security, and commercial markets. The company's mobile security division is located in Mexico, Venezuela, Colombia and Brazil. * * * Armor Holdings, Inc.'s 8-1/4% Senior Subordinated Notes due 2013 carry Moody's Investors Service's B1 rating and Standard & Poor's B+ rating. ARMOR HOLDINGS: Stifel Nicolaus Maintains Hold Rating on Shares --------------------------------------------------------------- Stifel Nicolaus & Company analysts have kept their "hold" rating on Armor Holdings Inc's shares, Newratings.com reports. The analysts said in a research note that the "MRAP contract award worth US$518 million to Armor Holdings is substantially favorable for the company." Stewart & Stevenson Tactical Vehicle Systems, one of Armor Holdings' units, was awarded a US$518,543,584 "firm-fixed-priced delivery order" to provide 1,154 Mine Resistant Ambush Protected Category I vehicles and 16 MRAP Category II vehicles, Newratings.com states, citing the analysts. Headquartered in Jacksonville, Florida, Armor Holdings, Inc. (NYSE: AH)-- http://www.armorholdings.com/-- manufactures and distributes security products and vehicle armor systems for the law enforcement, military, homeland security, and commercial markets. The company's mobile security division is located in Mexico, Venezuela, Colombia and Brazil. * * * Armor Holdings, Inc.'s 8-1/4% Senior Subordinated Notes due 2013 carry Moody's Investors Service's B1 rating and Standard & Poor's B+ rating. ECOPETROL: Inks Cano Sur Block Exploration Contract with Shell -------------------------------------------------------------- Colombian state-owned oil firm Ecopetrol said in a statement that it signed a contract with Shell for the joint exploration of the Cano Sur block in Llanos Orientales. Business News Americas relates that the 653,662-hectare Cano Sur is in the southeast of the Villavicencio city. According to BNamericas, state hydrocarbons regulator Agencia Nacional de Hidrocarburos ratified the contract. The report says that Ecopetrol and Shell will each have a 50% stake in Cano Sur. Ecopetrol said in a statement that it will operate the block during the exploratory stage. Seismic information will first be collected and an exploratory well will be drilled next year. An Ecopetrol spokesperson told BNamericas that the activities will start in the first quarter of 2008. He commented, "Shell had worked in Colombia before, but it has been 10 years since they worked in exploration and seven since they were involved in production. Shell had been the only top oil company that was not operating in Colombia. BP is here, as is Exxon and Chevron." Shell sold its service stations in Colombia in 2005 to Brazilian state oil company Petroleo Brasileiro, BNamericas states. Ecopetrol is an integrated-oil company that is wholly owned by the Colombian government. The company's activities include exploration for and production of crude oil and natural gas, as well as refining, transportation, and marketing of crude oil, natural gas and refined products. Ecopetrol is Latin America's fourth-largest integrated-oil concern. Operations are organized into Exploration & Production, Refining & Marketing, Transportation, and International Commerce & Gas. * * * As reported in the Troubled Company Reporter-Latin America on June 27, 2007, Fitch Ratings upgraded the foreign currency Issuer Default Ratings of Ecopetrol to 'BB+' from 'BB'. The rating action followed the upgrade of The Republic of Colombia's foreign currency Issuer Default Ratings to 'BB+' from 'BB'. * COLOMBIA: State Firm Secures Long Distance License from Peru -------------------------------------------------------------- Colombian network operator Internexa, a subsidiary of state- owned power transmission firm Interconexion Electrica SA, has obtained a 20-year domestic and international long distance license from the Peruvian transport and communications ministry, Colombian news daily Portafolio reports. Internexa runs a fiber optic network of over 4,200 kilometers in Colombia, extended by "microwave infrastructure in certain areas and serving more than 100 connection points." Business News Americas relates that Internexa would provide services in: -- Lima, -- Huarmey, -- Chimbote, -- Trujillo, -- Chiclayo, -- Piura, and -- Tumbes. Internexa would install an "interconnection point" between Peru and Ecuador, BNamericas notes. Internexa budgeted COP57 billion for network expansion in 2007, approximately four times the amount invested last year. The investment covers expansion in Colombia and "international projects in the Andean region," BNamericas states. As reported in the Troubled Company Reporter-Latin America on June 15, 2007, Standard & Poor's Ratings Services assigned its 'BB+' long-term senior unsecured rating to the Republic of Colombia's proposed 2027 Global Titulos de Tesoreria bond, a bond denominated in Colombian pesos but payable in US dollars. =================== C O S T A R I C A =================== ALCATEL-LUCENT: Deploys Libya's Fibre Optic Backbone for EUR90MM ---------------------------------------------------------------- Alcatel-Lucent has signed a contract with Libyan Post Telecommunications & Information Technology Company to supply a nationwide fibre optic backbone network that will serve all of Libya. This contract, valued at more than EUR90 million, is a major step forward for the Libyan telecommunications industry and underscores Alcatel-Lucent's commitment to the expansion of the Libyan market. Under the terms of this contract, Alcatel-Lucent will deploy a fibre optic network throughout the country, linking all major cities with more than 4,400 kilometers of infrastructure and will serve as the backbone network for Libya's telecommunication infrastructure. "This contract, which represents Alcatel-Lucent's largest agreement in Libya, is a major step forward for the Libyan telecom industry to offer next-generation services to their customer base," said Olivier Picard, President of Alcatel- Lucent's Europe and South activities. "It demonstrates our commitment to assist in the development of the Libyan infrastructure and more generally the company's role in helping the people throughout the African continent be able to benefit from the advantages of a modern and powerful information infrastructure." LPTIC will benefit from Alcatel-Lucent's strong expertise and experience in turnkey project management to deliver the most efficient products and services integrating and enabling them to successfully transform their network. About LPTIC Libyan Post Telecommunications & Information Technology Company is the national operator that provides fixed, mobile and internet related services throughout Libya. About Alcatel-Lucent Headquartered in Paris, France, Alcatel-Lucent -- http://www.alcatel-lucent.com/-- provides solutions that enable service providers, enterprises and governments worldwide to deliver voice, data and video communication services to end users. Alcatel-Lucent maintains operations in 130 countries, including, Austria, Germany, Hungary, Italy, Netherlands, Ireland, Canada, United States, Costa Rica, Dominican Republic, El Salvador, Guatemala, Peru, Venezuela, Indonesia, Australia, Brunei and Cambodia. On Nov. 30, 2006, Alcatel and Lucent Technologies Inc. completed their merger transaction, and began operations as a communication solutions provider under the name Alcatel-Lucent on Dec. 1, 2006. * * * As reported on April 13, 2007, Fitch Ratings affirmed Alcatel- Lucent's ratings at Issuer Default 'BB' with a Stable Outlook, senior unsecured 'BB' and Short-term 'F2' and simultaneously withdrawn them. As of Feb. 7, 2007, Moody's Investor Services put a Ba2 rating on Alcatel's Corporate Family and Senior Debt rating. Lucent carries Moody's B1 Senior Debt rating and B2 Subordinated debt & trust preferred rating. Alcatel-Lucent's Long-Term Corporate Credit rating and Senior Unsecured Debt carry Standard & Poor's Ratings Services' BB rating. Its Short-Term Corporate Credit rating stands at B. =================================== D O M I N I C A N R E P U B L I C =================================== SERVICEMASTER CO: S&P Junks Rating on Proposed US$1.15-Bil. Loan ---------------------------------------------------------------- Standard & Poor's assigned its 'CCC+' rating to The ServiceMaster Co.'s proposed US$1.15 billion 365-day unsecured loan. At the same time, Standard & Poor's withdrew its 'CCC+' rating on the company's proposed US$1.15 billion of senior toggle notes due 2015. Standard & Poor's affirmed its other ratings on ServiceMaster, including its 'B' corporate credit rating. The outlook is negative. "The 365-day unsecured loan is rated two notches below the corporate credit rating because of the amount of secured debt in the capital structure," said Standard & Poor's credit analyst Jean Stout. The ratings on Downers Grove, Illinois-based ServiceMaster reflect its very highly leveraged financial profile following its pending acquisition by an investment group led by Clayton, Dubilier & Rice Inc. for about US$5.6 billion, which will result in pro forma total debt to EBITDA exceeding 9x at closing and significant cash flow requirements to fund interest. "Ratings support is provided by ServiceMaster's good business positions in its fragmented and competitive end-markets, which have translated into good cash flow generation from a fairly diverse portfolio of services, despite some exposure to weather conditions in two of three of its key businesses," said Ms. Stout. The acquisition is expected to be financed with a US$2.65 billion term loan, US$1.15 billion of senior unsecured loan, and US$1.4 billion in sponsor equity. The ratings on the company's existing debt will be withdrawn upon closing of the transaction, with the exception of approximately US$353 million of existing senior notes due in 2018, 2027, and 2038, which will remain outstanding. ServiceMaster Co. -- http://www.servicemaster.com/-- (NYSE:SVM) currently serves residential and commercial customers through a network of over 5,500 company-owned locations and franchised licenses. The company's brands include TruGreen, TruGreen LandCare, Terminix, American Home Shield, InStar Services Group, ServiceMaster Clean, Merry Maids, Furniture Medic, and AmeriSpec. The core services of the company include lawn care and landscape maintenance, termite and pest control, home warranties, disaster response and reconstruction, cleaning and disaster restoration, house cleaning, furniture repair, and home inspection. The company has operations in Australia, Chile, China, Dominican Republic, Hong Kong, Indonesia, Japan, and the United Kingdom, among others. ============= E C U A D O R ============= FREEPORT-MCMORAN: S&P Revises Outlook to Positive from Stable ------------------------------------------------------------- Standard & Poor's Rating Services revised its outlooks on Freeport-McMoRan Copper & Gold Inc. and its recently acquired Phelps Dodge Corp. to positive from stable and affirmed all ratings, including the 'BB+' corporate credit ratings. In addition, S&P assigned its 'BBB' bank loan rating and '1' recovery rating to Freeport's new US$2.45 billion term loan A facility, the proceeds of which were used to reduce borrowings under its term loan B facility. The US$3.95 billion credit facility (including the existing US$1.5 billion revolving credit facility) is rated 'BBB', two notches above the corporate credit rating. The '1' recovery indicates expectations for very high (90%-100%) recovery in the event of a payment default. "The outlook revision reflects our expectation that the Freeport-McMoRan should be able to reduce its borrowings, specifically the US$2.45 billion under its term loan A facility, in a reasonable time frame to warrant an upgrade of the corporate credit rating to investment grade," said Standard & Poor's credit analyst Thomas Watters. "Commodity end markets remain robust, which should help to reduce unadjusted debt levels to about US$7 billion-US$7.2 billion from about US$9.7 billion currently. With our assessment of Freeport's business profile and our outlook on copper prices, this level of book debt would warrant an investment-grade rating. For an upgrade of one notch into investment grade, we expect funds from operations to total adjusted debt to average 25% to 30%." The company's vast reserve base, a diversified production stream, and a good pipeline of developmental projects support the current rating. "On the other hand," Mr. Watters said, "Freeport remains burdened by exposure to Indonesia and the inherent volatility of the commodity markets. If the company does not reduce debt in a timely manner and/or a meaningful decline in commodity prices occurs, impeding the company's progress in reducing debt, we could revise the outlook to stable." Freeport-McMoRan Copper & Gold Inc. (NYSE: FCX) -- http://www.fcx.com/-- is an international mining industry leader based in North America with large, long-lived, geographically diverse assets and significant proven and probable reserves of copper, gold and molybdenum. Freeport- McMoRan has one of the most dynamic portfolios of operating, expansion and growth projects in the copper mining industry. The Grasberg mine in Indonesia, the world's largest copper and gold mine in terms of reserves, is the company's key asset. Freeport-McMoRan also operates significant mining operations in North and South America and is developing the world-class Tenke Fungurume project in the Democratic Republic of Congo. The completion of Freeport-McMoran's acquisition further expands the company's global operations. The former Phelps Dodge Corp. has mining operations in Chile, Peru, Colombia, Venezuela and Ecuador, among others. ================= G U A T E M A L A ================= LAND O'LAKES: Earns US$54.9 Million in First Quarter 2007 --------------------------------------------------------- Land O'Lakes Inc. reported net earnings of US$54.9 million for the first quarter ended March 31, 2007, more than double first- quarter 2006 net earnings of US$26.1 million. Net sales of US$2.2 billion for the quarter were up 9% over the net sales of US$2.0 billion for same period one year ago. Total EBITDA was US$101.9 million for the quarter, compared with US$69.4 million for the first quarter of 2006. Company officials said the improved performance reflects the continuation of positive fourth-quarter 2006 momentum. They also indicated that contributing factors included: improved commodity markets; strong performance in branded, value-added product lines; continued emphasis on supply chain efficiency; reduced energy costs; and progress against the company's four Strategic Imperatives (Best Cost, Best People, Superior Insight, Superior Portfolio). Dairy Foods The company reported pretax earnings of US$20.4 million in Dairy Foods for the quarter, compared with a loss of US$2.9 million in the first quarter of 2006. Notably, earnings from both value- added and industrial operations were improved. Sales for the quarter were US$880 million, up from US$809 million for the first quarter of 2006. Feed Land O'Lakes reported US$4.3 million in pretax earnings in Feed for the quarter, as compared with US$3.3 million for the first quarter of 2006. Feed sales for the quarter were US$749 million, up about 8 percent from US$693 million for the same period one year ago. Layers/Shell Eggs Earnings were significantly improved in the company's Layers/Shell Eggs business, conducted through its MoArk LLC subsidiary. For the quarter, Land O'Lakes reported US$4.2 million in pretax earnings in Shell Eggs, compared to a US$6.3 million pretax loss for the same period one year ago. Sales for the quarter were US$120 million, up US$12 million from the first quarter of 2006. Seed Seed pretax earnings for the first quarter of 2007 totaled US$34.0 million, as compared with US$40.3 million for the first quarter of 2006. Sales were up, at US$436 million for the quarter versus US$389 million for the same period one year ago. Agronomy In Agronomy, the company reported US$2.1 million pretax earnings for the quarter versus a US$6.4 million loss for the first quarter one year ago. The company participates in the agronomy segment through its 50-percent ownership in the Agriliance joint venture and agronomy sales are not reported in Land O'Lakes financials. At March 31, 2007, the company's consolidated financial statements showed US$2.93 billion in total assets, US$1.95 billion in total liabilities, and US$977.7 million in total stockholders' equity. Full-text copies of the company's consolidated financial statements for the quarter ended March 31, 2007, are available for free at http://researcharchives.com/t/s?2199 About Land O'Lakes Inc. Land O'Lakes Inc. -- http://www.landolakesinc.com/-- is a national, farmer-owned food and agricultural cooperative. Land O'Lakes does business in all 50 states and more than 50 countries, including the Philippines, Ukraine and Guatemala. It is a leading marketer of a full line of dairy-based consumer, foodservice and food ingredient products across the United States; serves its international customers with a variety of food and animal feed ingredients; and provides farmers and ranchers with an extensive line of agricultural supplies and services. Land O'Lakes also provides agricultural assistance and technical training in more than 25 developing nations. * * * As reported in the Troubled Company Reporter-Latin America on June 26, 2007, Moody's Investors Service upgraded the long-term ratings of Land O'Lakes Inc., including its corporate family rating and probability of default rating to Ba2 from Ba3, and affirmed its speculative grade liquidity rating of SGL-2. Moody's said the rating outlook is stable. LAND O'LAKES: To Pay US$500,000 for Cache Trademark Infringement ---------------------------------------------------------------- Land O'Lakes, Inc., disclosed in a filing with the United States Securities and Exchange Commission that the trial for a lawsuit filed by Cache La Poudre Feeds, LLC, in the United States District Court for the District of Colorado against the company, Land O'Lakes Purina Feed LLC and certain named individuals, was concluded July 10, 2007. Cache sought damages of at least US$132.8 million, which, it claimed, was the amount the company generated in gains, profits and advantages from using the profile trade name. In response to Cache's complaint, the company denied any wrongdoing and pursued certain counterclaims against Cache relating to trademark infringement, and other claims against Cache for, among other things, defamation and libel. Since the company believed that Cache's calculation of the company's gains, profits and advantages allegedly generated from the use of the profile trade name was grossly overstated and that the sales revenue generated from the sale of products carrying the profile trade name was immaterial, the company allowed the case to move to trial. The jury determined that Cache suffered actual damages of about US$500,000. In addition, the jury provided an advisory opinion to the judge that could require the company to pay to Cache an additional US$14.6 million for alleged company profits. The judge, however, is granted the authority to make any awards determination relating to awarding Cache any of the company's profits, and the company expects a final ruling within 45 days from the conclusion of the trial. About Land O'Lakes Inc. Land O'Lakes Inc. -- http://www.landolakesinc.com/-- is a national, farmer-owned food and agricultural cooperative. Land O'Lakes does business in all 50 states and more than 50 countries, including the Philippines, Ukraine and Guatemala. It is a leading marketer of a full line of dairy-based consumer, foodservice and food ingredient products across the United States; serves its international customers with a variety of food and animal feed ingredients; and provides farmers and ranchers with an extensive line of agricultural supplies and services. Land O'Lakes also provides agricultural assistance and technical training in more than 25 developing nations. * * * As reported in the Troubled Company Reporter-Latin America on June 26, 2007, Moody's Investors Service upgraded the long-term ratings of Land O'Lakes Inc., including its corporate family rating and probability of default rating to Ba2 from Ba3, and affirmed its speculative grade liquidity rating of SGL-2. Moody's said the rating outlook is stable. ========= H A I T I ========= DIGICEL: Enters Strategic Partnership with Caribbean Air Mail ------------------------------------------------------------- Digicel told Caribbean Net News that it has entered into a strategic partnership with Caribbean Air Mail, a leader in the money transfer market to Haiti. According to Caribbean Net, the partnership allows the "Haitian Diaspora communities" in the US and Canada to buy mobile handsets and pre-paid minutes for friends, family and associates in Haiti. The report says that when call credit is bought on behalf of a client, it is immediately sent to the friend or family member's Digicel mobile account. Any amount -- from US$0.77 to US$138 -- can be sent. "The offer includes a choice of six mobile handsets, including the Nokia 1112, the Samsung X160 and the Motorola C261." Caribbean Net notes that after a Digicel client is informed of a purchase made on their behalf, the handset is available within an hour at any of CAM unit across Haiti. Digicel Group Marketing Director Ben Atherton told Caribbean Net, "At Digicel, we believe in making mobile technology accessible for everyone and are continuously exploring new product innovations and partnerships to ensure that we can bring down telecommunications barriers. Our partnership with Caribbean Air Mail further strengthens our commitment to raise mobile penetration levels in Haiti and drive the development of communications technology throughout the region." "We are delighted to join with Digicel in this initiative as it allows us to offer more value and services to our customers. CAM brings to this alliance a quarter century of experience and reliable service, over one million loyal and satisfied customers and a common track record of first-to-market innovations," Caribbean Net states, citing CAM General Manager Jean-Claude Saliba. Digicel Group Limited -- http://www.digicelgroup.com/-- is a wireless services provider in the Caribbean region. The company is a newly created Bermuda incorporated company formed by Mr. Denis O'Brien, who previously owned 78% of the shares of Digicel Limited on a fully diluted basis. The company started operations in Jamaica in April 2001 and now offers GSM mobile services in 22 markets primarily in the Caribbean including Jamaica, St. Lucia, St. Vincent, Aruba, Grenada, Barbados, Cayman, Curacao, Martinique, Guadeloupe, Trinidad and Tobago and Haiti among others. As reported in the Troubled Company Reporter-Latin America on Feb. 20, 2007, Fitch Ratings took these rating actions for Digicel Group Ltd., Digicel Ltd. and Digicel International Finance Ltd.: Digicel Group Ltd. -- US$1.4 billion senior subordinated notes due 2015 assigned 'CCC+/RR5' Digicel Ltd. -- Foreign currency Issuer Default Rating downgraded to 'B-' from 'B'; and -- US$450 million senior notes due 2012 downgraded to 'B-/RR4' from'B/RR4'. Digicel International Finance Ltd. --US$850 million senior secured credit facility assigned 'B/RR3'. Fitch said the outlook on all ratings was stable. =============== H O N D U R A S =============== * HONDURAS: Gov't Launches Talks with Global Cement Firms --------------------------------------------------------- Honduran deputy industry and commerce minister Jorge Rosa told Business News Americas that the government has launched negotiations with international companies keen on competing in its cement sector. The government has started talking with two Mexican companies. Negotiations also are being held with an Italian firm, BNamericas says, citing Mr. Rosa. Mr. Rosa declined to reveal company names to BNamericas. An official told BNamericas that the government wasn't interested in having one Mexican cement company, Cemex, construct a plant in Honduras because national demand is being covered by three existing plants run by: -- Swiss construction and materials company Holcim, -- French cement company Lafarge, and -- a Japanese firm. Mr. Rosa commented to BNamericas, "We always try to provide incentives for competition. The fact that [demand] is covered does not mean that it is covered sufficiently, and that there is adequate competition." According to BNamericas, Mr. Rosa said that additional competition would result to improved prices and quality for cement consumers. Mr. Rosa commented to BNamericas, "If we did not provide incentives for this, we would be supporting the monopolies and oligopolies." Negotiations with Mexican companies are concentrated on operational costs and legal security offered by commercial accords between Mexico and Honduras, news daily La Tribuna states, citing Mr. Rosa. * * * Moody's Investor Service assigned these ratings on Honduras: Rating Rating Date Senior Unsecured B2 Sept. 29, 1998 Long Term IDR B2 Sept. 29, 1998 ============= J A M A I C A ============= GOODYEAR TIRE: Unit's Pre-Tax Profit Drops to US$39.6MM in 2006 --------------------------------------------------------------- Profit before tax of Goodyear Tire & Rubber Company's Jamaican unit decreased by 65% to US$39.6 million in 2006, from US$111.6 million in 2005, Radio Jamaica reports. According to Radio Jamaica, the drop was partly due to increased operating expenses and reduced interest income that resulted from higher cost of goods caused by raw material cost increases and a reduction in interest income, which was linked to lower cash balances and cash interest rates. Goodyear Jamaica's revenue increased 10% to US$1.3 billion in 2006, compared to US$1.1 billion in 2005, Radio Jamaica states. About Goodyear Tire 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. * * * As reported in the Troubled Company Reporter-Latin America on June 5, 2007, Standard & Poor's Ratings Services raised its ratings on Goodyear Tire & Rubber Co., including its corporate credit rating to 'BB-' from 'B+'. In addition, the ratings were removed from CreditWatch where they were placed with positive implications on May 10, 2007. Recovery ratings were not on CreditWatch. As reported in the Troubled Company Reporter-Latin America on May 31, 2007, Fitch Ratings has upgraded the Issuer Default Rating for The Goodyear Tire & Rubber Company to 'B+' from 'B'. In addition, these debt ratings have been upgraded: The Goodyear Tire & Rubber Company -- Issuer Default Rating 'B+' from 'B'; -- US$1.5 billion first lien credit facility to 'BB+/RR1' from 'BB/RR1'; -- US$1.2 billion second lien term loan to 'BB+/RR1' from 'BB/RR1'; -- US$300 million third lien term loan to 'BB-/RR3' from 'B/RR4'; -- US$650 million third lien senior secured notes to 'BB- /RR3' from 'B/RR4'; -- Senior unsecured debt to 'B-/RR6' from 'CCC+/RR6'. Goodyear Dunlop Tires Europe B.V. -- EUR505 million European secured credit facilities to 'BB+/RR1' from 'BB/RR1'. Fitch said the rating outlook is positive. Goodyear Tire had approximately US$5.8 billion of debt outstanding at March 31, 2007. NATIONAL WATER: St. Andrew Residents Complain on Water Problems --------------------------------------------------------------- Residents at Clarkes Hill community in St. Andrew told the Jamaica Gleaner that they have been enduring severe water problems for years and authorities are "dragging their feet in granting redress." The National Water Commission is responsible for the water supply in Jamaica. According to The Gleaner, accessing potable water in the upper sections of Clarkes Hill "is an onerous task," as residents are forced to haul huge buckets to the main standpipe in the community. They also have to wait in line to fill up their containers "before the long trek back home." A resident told The Gleaner, "Right now we have enough of this. The only time we get piped water is on a Thursday between 10 a.m. and 5 p.m. At that time, we have to hurry and bottle up as much water as we need to hold us until the next Thursday. Sometimes the water that I catch is not enough to hold me for the week, so I have to go bathe a river, but it so far that by the time I reach home, I sweat up back already. I can't tell the last time I was able to really use my bathroom facilities the way they were intended to be used. Right now, my water tank is dry-rotting because of a lack of water in it. The National Water Commission need to really do a thing for us because water is life, and we hardly have it up here." Clarkes Hill's problems are due to insufficient water at the Seaview Treatment Plant and the need for a larger distribution network in Clarkes Hill, The Gleaner states, citing the National Water's corporate communications manager Charles Buchanan. Money had been procured to address the problem through a massive project. * * * 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 =========== BALLY TOTAL: Forbearance Period Extended to July 31 --------------------------------------------------- Bally Total Fitness Holding Corporation has secured extensions of existing forbearance arrangements until July 31, 2007, from beneficial holders of in excess of a majority in principal amount of its 9-7/8% Senior Subordinated Notes due 2007 and its 10-1/2% Senior Notes due 2011 and from the lenders under its US$284 million senior secured credit facility. The extension agreements prohibit any enforcement action by the parties thereto but permit the senior noteholders to declare the Senior Notes due and payable so long as no other enforcement action is taken. The company will not pay any fees in connection with these extensions. Separately, the company continues to solicit votes for approval from its noteholders for the previously proposed prepackaged chapter 11 plan of reorganization. Holders of 63% of its Senior Notes and more than 80% of its Senior Subordinated Notes have agreed to vote for the plan. The voting deadline for that solicitation is 4:00 p.m. ET on July 27, 2007. The company also has entered into confidentiality agreements with Liberation Investments and Harbinger Capital Partners, proponents of an alternative restructuring proposal, and has begun to engage in due diligence discussions with these shareholders. These shareholders have agreed to complete their due diligence by July 20, 2007, and the Company has asked that proposed definitive documentation be negotiated by that date. There are no assurances that any agreement will be reached with the shareholders. The company will continue normal club operations during the solicitation period and throughout the pendency of the anticipated bankruptcy case. Based in Chicago, Illinois, Bally Total Fitness Holding Corp. (NYSE: BFT)(OTC BB: BFTH) -- http://www.ballyfitness.com/-- is a commercial operator of fitness centers in the U.S., with over 375 facilities located in 26 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 June 4, 2007, Bally Total Fitness reached an agreement in principle on the proposed terms of a consensual restructuring with certain holders of over 80% in amount of its 9-7/8% Senior Subordinated Notes due 2007. The company plans to implement the proposed restructuring through a pre-packaged Chapter 11 bankruptcy filing of the parent company, Bally Total Fitness Holding Corporation, and certain of its subsidiaries. BALLY TOTAL: Plan Solicitation Still Ongoing -------------------------------------------- Bally Total Fitness Holding Corporation disclosed that it continues to solicit votes for approval from its noteholders for the previously proposed prepackaged chapter 11 plan of reorganization. Holders of 63% of the company's 10-1/2% Senior Notes and more than 80% of its 9-7/8% Senior Subordinated Notes have agreed to vote for the plan. The voting deadline for that solicitation is 4:00 p.m. ET on July 27, 2007. The Company will continue normal club operations during the solicitation period and throughout the pendency of the anticipated bankruptcy case. Based in Chicago, Illinois, Bally Total Fitness Holding Corp. (NYSE: BFT)(OTC BB: BFTH) -- http://www.ballyfitness.com/-- is a commercial operator of fitness centers in the U.S., with over 375 facilities located in 26 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 June 4, 2007, Bally Total Fitness reached an agreement in principle on the proposed terms of a consensual restructuring with certain holders of over 80% in amount of its 9-7/8% Senior Subordinated Notes due 2007. The company plans to implement the proposed restructuring through a pre-packaged Chapter 11 bankruptcy filing of the parent company, Bally Total Fitness Holding Corporation, and certain of its subsidiaries. CKE RESTAURANTS: Closes La Salsa Mexican Retaurants Sale -------------------------------------------------------- CKE Restaurants Inc. has completed its previously announced sale of its La Salsa Fresh Mexican Grill restaurant chain. The buyer is Thousand Oaks, Calif.-based Baja Fresh Mexican Grill(R). The investment group is led by David Kim, and included GarMark Partners II, LP, which is based in Stamford, CT., and M Plus Capital, which is based in Santa Monica, Calif. Under the agreement, Santa Barbara Restaurant Group, Inc., a wholly-owned subsidiary of CKE, sold its 100 percent equity interest in La Salsa, Inc. and La Salsa of Nevada, Inc. The transaction is not expected to have a material impact on the future earnings of CKE on a consolidated basis. Andrew F. Puzder, CKE president and chief executive officer said, "With the closing of this transaction we can now shift our resources and focus towards growing Carl's Jr. and Hardee's, as well as dual-branding them with our Mexican brands, Green Burrito(R) and Red Burrito(TM). We believe these initiatives offer the best opportunity to improve our future earnings and cash flow. We are pleased to have completed the sale of La Salsa Fresh Mexican Grill, and we wish the new owners of La Salsa the best with their investment." As of the end of its fiscal 2008 first quarter ended May 21, 2007, CKE Restaurants, Inc., through its subsidiaries, had a total of 3,022 franchised, licensed or company-operated restaurants in 43 states and in 13 countries, including 1,101 Carl's Jr. restaurants and 1,905 Hardee's restaurants. About CKE Restaurants Based in Carpinteria, Calif., CKE Restaurants, Inc. (NYSE: CKR) -- http://www.ckr.com-- through its subsidiaries, franchisees and licensees, operates some of the most popular U.S. regional brands in quick-service and fast-casual dining, including the Carl's Jr.(R), Hardee's(R), La Salsa Fresh Mexican Grill(R) and Green Burrito(R) restaurant brands. The company operates 3,131 franchised, licensed or company-operated restaurants in 43 states and in 13 countries -- including Mexico and Singapore. * * * As reported in the Troubled Company Reporter on March 29, 2007, Standard & Poor's Ratings Services affirmed its 'BB-' corporate credit rating on CKE Restaurants. S&P said the outlook was stable. CROWN HOLDINGS: June 30 Balance Sheet Upside-Down by US$388 Mil. ---------------------------------------------------------------- Crown Holdings Inc. earned US$88 million for the three months ended June 30, 2007, compared to US$50 million of net income for the same period in 2006. As of June 30, 2007, the company's balance sheet showed US$6.7 billion of total assets, US$7.1 billion of total debts and a shareholders' deficit of US$388 million. Net sales in the second quarter rose to US$1.9 billion, up 11.7% over the US$1.7 billion in the second quarter of 2006. The increase was primarily the result of higher sales unit volumes across most product lines and geographies, the pass-through of higher raw material costs and favorable foreign currency translation. Approximately 71% of sales were generated outside the U.S. in both the second quarter of 2007 and 2006. Second quarter gross profit grew 15.5% to US$283 million over the US$245 million in the 2006 second quarter. As a percentage of net sales, gross profit expanded to 14.2% in the second quarter from 13.8% in the second quarter last year. Stronger sales unit volumes, increased operating efficiencies and productivity gains drove the improvements. Selling and administrative expense in the second quarter was US$93 million compared to US$74 million in last year's second quarter. The increase is attributable to a higher accrual for incentive compensation costs, foreign currency translation and general inflationary increases. Segment income (a non-GAAP measure defined by the Company as gross profit less selling and administrative expense) grew to US$190 million in the second quarter, up 11.1% over the US$171 million in the 2006 second quarter. Segment income as a percentage of net sales was 9.5% in the second quarter compared to 9.6% in the second quarter last year. Commenting on the results, John W. Conway, Chairman and Chief Executive Officer, stated, "The Company continued to build momentum in the second quarter through a combination of positive factors. In our Americas Beverage business, volumes and margins are returning to their 2005 levels due to sales unit recovery in North America, strong Latin American results and an increase in specialty cans in our overall sales mix. Equally important, margin recovery in our European Beverage business is on plan. At the same time, our North America Food business continues to improve. The company remains on plan to generate strong free cash flow in 2007, which will be available to pay down debt and repurchase shares. Looking ahead, our new beverage can plant in Cambodia will begin operating in the third quarter. This will further expand and diversify our world class manufacturing portfolio with entry into another fast growing emerging market." Interest expense in the second quarter was US$77 million compared to US$70 million in the second quarter of 2006. The increase reflects the impact of higher average short-term borrowing rates and foreign currency translation. Included within net income from continuing operations, the company recorded a net gain of US$4 million, or US$0.02 per diluted share, reflecting a net gain of US$8 million related to gain on sale of assets offset by a net loss of US$4 million related to restructuring actions. In last year's second quarter, the Company reported a net gain of US$2 million, or US$0.01 per diluted share, related to financial foreign exchange gains offset by restructuring charges. About Crown Holdings Philadelphia-based Crown Holdings Inc. (NYSE: CCK) -- http://www.crowncork.com/-- through its affiliated companies, supplies packaging products to consumer marketing companies around the world. In Latin America, the Company has operations in Mexico, and in South and Central America. The Company also maintains operations in Europe, particularly in the United Kingdom and France. In the Asia-Pacific region, the Company has an office in Singapore. * * * As reported in the Troubled Company Reporter-Latin America on July 10, 2007, Fitch Ratings has affirmed the ratings for Crown Holdings, Inc., and its subsidiaries Crown Cork & Seal Company, Inc., Crown Americas, LLC, and Crown European Holdings, SA as: Crown: -- Issuer Default Rating 'B+'. Crown Cork: -- IDR 'B+'; -- Senior unsecured notes 'B/Recovery Rating (RR) of RR5'. Crown Americas: -- IDR 'B+'; -- Senior secured dollar term facility 'BB+/RR1'; -- Senior secured dollar revolving facility 'BB+/RR1'; -- Senior unsecured notes 'B+/RR4'; Crown European: -- IDR 'B+'; -- Senior secured euro term facility 'BB+/RR1'; -- Senior secured euro revolving facility 'BB+/RR1'; -- Senior secured euro 1st priority notes 'BB+/RR1'; Approximately US$3.5 billion of debt is covered by the ratings. The Rating Outlook was Stable. GLOBAL POWER: Exclusive Plan Filing Period Extended to August 22 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware extended Global Power Equipment Group Inc. and its debtor-affiliates' exclusive period to file for a Chapter 11 Plan of Reorganization until Aug. 22, 2007, and not on Oct. 1, 2007, as the Debtors requested, Bill Rochelle of Bloomberg News reports. As reported in the Troubled Company Reporter on June 14, 2007, the Debtors asked for the extension citing that it was in talks with the Official Committee of Unsecured Creditors and the Official Committee of Equity Security Holders. The Debtors contended that the extension would allow them additional time to better formulate a consensual chapter 11 reorganization plan. Based in Tulsa, Oklahoma, Global Power Equipment Group Inc. aka GEEG Inc. -- http://www.globalpower.com/-- provides power generation equipment and maintenance services for its customers in the domestic and international energy, power and infrastructure and service industries. The company designs, engineers and manufactures a range of heat recovery and auxiliary equipment primarily used to enhance the efficiency and facilitate the operation of gas turbine power plants as well as for other industrial and power-related applications. The company has facilities in Plymouth, Minnesota; Tulsa, Oklahoma; Auburn, Massachusetts; Atlanta, Georgia; Monterrey, Mexico; Shanghai, China; Nanjing, China; and Heerleen, The Netherlands. The company and 10 of its affiliates filed for chapter 11 protection on Sept. 28, 2006 (Bankr. D. Del. Case No 06-11045). Attorneys at White & Case LLP and The Bayard Firm, P.A., represent the Debtors. Adam G. Landis, Esq., and Kerri K. Mumford, Esq., at Landis Rath & Cobb LLP represents the Official Committee of Unsecured Creditors. As of Sept. 30, 2005, the Debtors reported total assets of US$381,131,000 and total debts of US$123,221,000. GRUPO MEXICO: Union Moves Strike at 9 Units to July 30 ------------------------------------------------------ A representative of Mexican national mining-metalworkers union STMMRM told Business News Americas that the group has moved a strike at nine Grupo Mexico units to July 30. According to BNamericas, the protest was initially set for July 16. Francisco Hernandez Gamez, who heads some 1,000 Cananea employees, told Reuters that the strike was delayed due to lack of worker support. BNamericas notes that talks for new collective contracts with Grupo Mexico and mine and plant security are the reasons of the union's planned demonstrations. The negotiations for new contracts would be launched on Aug. 27 at Cananea, BNamericas says, citing section 65's general secretary Sergio Tolano Lizarraga. The union would ask for "better guarantees" for its workers at Cananea. Meanwhile, STMMRM denied to BNamericas reports that 15,000 of its affiliate workers would leave the union to create a new one. As reported in the Troubled Company Reporter-Latin America on July 16, 2007, Cananea copper mine workers formed a new union that promises to be less involved in conflicts. Mr. Gamez said that the new union would include at least 15,000 mining workers from across Mexico. According to him, the Cananea miners were against the Mexican Mining and Metallurgical Workers Union leader Napoleon Gomez Urrutia. It wouldn't support national work stoppages in the mining. The new union would be led by Mr. Gamez, who accuses Grupo Mexico of promoting that idea, BNamericas states. 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 was stable. PORTRAIT CORP: Court Confirms Amended Plan of Reorganization ------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York confirmed Portrait Corporation of America Inc. at its debtor- affiliates' Amended Chapter 11 Plan of Reorganization, Bill Rochelle of Bloomberg News reports. Treatment of Claims Under the Plan The Plan, as published in the Troubled Company Reporter on Feb. 8, 2007, provides that holders of Allowed Administrative Expense Claims will be paid in full and in cash. On the Plan's effective date, the DIP obligations will be deemed allowed and paid indefeasibly in full in accordance with the terms of the DIP Agreement and DIP Order. Upon full payment of all DIP Obligations, all liens and security interests granted to secure those obligations will be terminated. Provided, however, that the particular provisions of the DIP Agreement that are specified to survive will survive. Existing letters of credit issued pursuant to the DIP Agreement will be cancelled and replaced with new letters of credit to be issued pursuant to the Exit Facility. Holders of Allowed Priority Tax Claim will receive cash on the later of the plan effective date or the date the claim became allowed, or equal annual cash payments together with interest to be determined by the Bankruptcy Court. Holders of Class A Allowed Priority Non-Tax Claims will also be paid in full in cash. At the sole option of the Debtors, holders of Class B Allowed Other Secured Claims will: (a) receive payment in full in cash plus post-commencement date interest; (b) have a reinstated claim; (c) receive the collateral securing their claim; or (d) receive a treatment that renders the claim unimpaired pursuant to Section 1124 of the Bankruptcy Code. Holders of Class C Allowed Second Lien Notes Claims will receive, in full satisfaction of their claim, their pro rata share of 100% of Reorganized Portrait Corp of America common stock. Holders of Class D Allowed Senior Notes and Other Unsecured Claims will receive their pro rata distribution of new warrants. Holders of Class E Allowed Convenience Class Claims will receive 1% of their allowed claim as payment. Holders of Class F Allowed Goldman Note Claims, Class G Allowed Old Preferred Equity Interests, Class H Allowed Old Common Equity Interests, and Class I Allowed Old Common Subsidiary Equity Interests will not receive anything under the plan. Goldman Note Claims refer to: -- the 13.75% Senior Subordinated Notes due 2010, issued to GS Mezzanine Partners II L.P. and GS Mezzanine Partners II Offshore L.P. These notes were guaranteed by Portrait Corporation of America Inc., American Studios Inc., PCA National LLC, PCA National of Texas LP, PCA Photo Corporation of Canada Inc., Photo Corporation of America Inc., and PCA Finance Corp; and -- the 16.5% Senior Subordinated Notes due 2010, issued to GS Mezzanine Partners II L.P. and GS Mezzanine Partners II Offshore L.P. About Portrait Corp. Portrait Corporation of America Inc. -- http://pcaintl.com/-- provides professional portrait photography products and services in North America. The Company operates portrait studios within Wal-Mart stores and Supercenters in the United States, Canada, Mexico, Germany, and the United Kingdom. The company also operates a modular traveling business providing portrait photography services in additional retail locations and to church congregations and other institutions. Portrait Corporation and its debtor-affiliates filed for Chapter 11 protection on Aug. 31, 2006 (Bankr S.D. N.Y. Case No. 06-22541). John H. Bae, Esq., at Cadwalader Wickersham & Taft LLP, represents the Debtors in their restructuring efforts. Berenson & Company LLC serves as the Debtors' Financial Advisor and Investment Banker. Kristopher M. Hansen, Esq., at Stroock & Stroock & Lavan LLP represents the Official Committee of Unsecured Creditors. Peter J. Solomon Company serves as financial advisor for the Committee. At June 30, 2006, the Debtor had total assets of US$153,205,000 and liabilities of US$372,124,000. =========== P A N A M A =========== * PANAMA: Asep To Publish Mobile Number Portability Study --------------------------------------------------------- Panamaian public services regulator Asep's telecommunications director Horacio Hoquee told Business News Americas that the regulator would publish a study in September detailing how mobile number portability (NP) could affect the market. BNamericas relates that the study covers the overall economic impact and costs in the implementation and "compares the technical specifications of NP administration for mobile operators." The report says that fixed line portability is available. Asep, upon releasing the study, will hold a public consultation period, mainly to determine what sort of entity is needed to run NP and what kind of database architecture should be used, BNamericas notes, citing Mr. Hoquee. Mr. Hoquee told BNamericas that implementation would be in 2008. However, there is no set timeframe other than the release of the study. According to BNamericas, the launching of mobile NP is part of Asep's plan to let two more operators into the market, "as a two-pronged initiative" to boost competition in the mobile market. Both measures would lead to increased mobile penetration. Penetration should reach up to 70% in two years, compared to 57% at the end of 2006, BNamericas states, citing Asep. * * * As reported in the Troubled Company Reporter-Latin America on May 8, 2007, Standard & Poor's Ratings Services revised its outlook on its 'BB' long-term sovereign credit rating on the Republic of Panama to positive from stable and affirmed its 'B' short-term foreign currency sovereign credit rating on the republic. * PANAMA: Banana Exports Decline -------------------------------- Panama's banana exports have dropped to 20 million boxes per year in the second millennium, compared to 42 million boxes in the previous decade, Jahir Lombana at Fresh Plaza reports. Fresh Plaza relates that producers, exporters and authorities agree that a set of causes like strikes, plagues and the European Union tariffs are the reasons for the decline. According to Fresh Plaza, producers from the Puerto Armuelles banana plantation at Chiriqui will stop operations if the Qatar Petroleum Corp. and the Occidental Petroleum Corp build an oil plant on the region. Chiquita Brands International also told Fresh Plaza that it will restructure the core business to avoid the high dependence on bananas. * * * As reported in the Troubled Company Reporter-Latin America on May 8, 2007, Standard & Poor's Ratings Services revised its outlook on its 'BB' long-term sovereign credit rating on the Republic of Panama to positive from stable and affirmed its 'B' short-term foreign currency sovereign credit rating on the republic. =============== P A R A G U A Y =============== GENERAL MOTORS: Will Acquire 50% Equity Interest in VM Motori ------------------------------------------------------------- General Motors Corp. reached a joint venture agreement with Penske Corporation to purchase 50% equity of VM Motori S.p.A, a designer and manufacturer of diesel engines based in Cento, Italy. This investment builds on GM's existing relationship with VM Motori, GM's diesel expertise worldwide, and its strong relationship with Isuzu. "Diesel engines have a very important role in GM's global advanced propulsion strategy," Tom Stephens, group vice president, GM Global Powertrain and Quality, said. "We are leveraging expertise and resources within our company and through technology partners to ensure we develop the world's best powertrains." GM disclosed at the Geneva Motor Show that it will jointly develop a new 2.9-liter V-6 turbo diesel engine with VM Motori that is scheduled to launch in the Cadillac CTS in Europe in 2009. GM Powertrain Europe will focus on the development of the first industry application of a clean combustion process called closed-loop combustion control, electronic engine control and exhaust-gas aftertreatment, as well as calibration and integration into GM vehicles. VM Motori plans to build the new unit at its plant in Cento, Italy, and is responsible for the mechanical aspects of the engine's design, development and testing. Penske Corporation, based in Bloomfield, Michigan, is a transportation services company that encompasses retail automotive sales and services, truck leasing, supply chain logistics management, transportation components manufacturing, and high-performance racing. VM Motori, founded in 1947, specializes in engine design and production for a variety of uses, including light commercial vehicles. GM currently offers 17 diesel engine variants in 45 vehicle lines around the world. GM sells more than one million diesel engines annually, with products that offer a range of choices from the 1.3L four-cylinder diesel engine sold in the Opel Agila and Corsa, up to the 6.6L V-8 Duramax diesel sold in full-size vans, heavy duty pickups and medium duty trucks in the U.S. About General Motors Headquartered in Detroit, Michigan, General Motors Corp. (NYSE: GM) -- http://www.gm.com/-- was founded in 1908, GM employs about 280,000 people around the world. With global manufactures its cars and trucks in 33 countries. In 2006, nearly 9.1 million GM cars and trucks were sold globally under the following brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden, HUMMER, Opel, Pontiac, Saab, Saturn and Vauxhall. GM's OnStar subsidiary is the industry leader in vehicle safety, security and information services. General Motors has Asia-Pacific operations in India, China, Indonesia, Japan, the Philippines, among others. It has locations in European countries including Belgium, Austria, and France. In Latin-America, the company maintains locations in Argentina, Brazil, Chile, Colombia, Ecuador, Venezuela, Paraguay and Uruguay. * * * As reported in the Troubled Company Reporter on May 28, 2007, Standard & Poor's Ratings Services placed General Motors Corp.'s corporate credit rating at B/Negative/B-3. At the same time, Moody's Investors Service affirmed GM's B3 Corporate Family Rating and B3 Probability of Default Rating, and maintained its SGL-3 Speculative Grade Liquidity Rating. S&P says the rating outlook remains negative. ======= P E R U ======= DUN & BRADSTREET: Mar. 31 Balance Sheet Upside-down by US$462.4M ---------------------------------------------------------------- Dun & Bradstreet Corp.'s balance sheet at March 31, 2007, showed US$1.39 billion in total assets, US$1.85 billion in total liabilities, and US$4.6 million in minority interest, resulting in a US$462.4 million total stockholders' deficit. The company's balance sheet at March 31, 2007, also showed strained liquidity with US$588.4 million in total current assets available to pay US$826.7 million in total current liabilities. Dun & Bradstreet reported net income of US$52.7 million for the first quarter ended March 31, 2007, compared with net income of US$51.5 million for the same period ended March 31, 2006. "We feel good about our first quarter results and our outlook for 2007," said Steve Alesio, chairman and chief executive officer of D&B. "We're making early progress against our strategic growth plan and we remain confident in the sustainability of our performance and our ability to drive total shareholder return in the future." Core and total revenue for the first quarter of 2007 was US$392.3 million, compared with core and total revenue of US$367.2 million in the prior year quarter. Operating income before non-core gains and charges for the first quarter of 2007 was US$101.0 million, up 9 percent from the prior year period. On a GAAP basis, operating income was US$85.4 million, down 1 percent from the prior year period. During the first quarter of 2007, the company also incurred transition costs of US$2.9 million compared with US$4.5 million in the prior year period. Net income before non-core gains and charges for the first quarter of 2007 was US$59.6 million, up 7 percent from US$55.7 million in the prior year period. Free cash flow for the first quarter of 2007, excluding the impact of legacy tax matters, was US$104.6 million, up 49% from the first quarter of 2006. Net cash provided by operating activities, excluding the impact of legacy tax matters, was US$119.6 million, up 57% from the first quarter of 2006. On a GAAP basis, net cash provided by operating activities was US$119.6 million, compared to US$36.2 million in the prior year period. Share repurchases during the first quarter of 2007, under the company's current one-year program commenced in the fourth quarter of 2006 totaled US$68.7 million, with US$143.7 million repurchased since inception. This amount is in addition to the company's existing repurchase program to offset the dilutive effect of shares issued under employee benefit plans, which totaled 36.9 million in the first quarter of 2007. The company ended the quarter with US$139.6 million of cash and cash equivalents. Full-text copies of the company's consolidated financial statements for the quarter ended March 31, 2007, are available for free at http://researcharchives.com/t/s?2082 About Dun & Bradstreet Based in Short Hills, New Jersey, The Dun & Bradstreet Corporation (NYSE:DNB) -- http://www.dnb.com/--) is a source of commercial information and insight on businesses. Its global commercial database contains more than 110 million business records. D&B's DUNSRight quality process provides its customers with quality business information to make critical business decisions. The company provides customers with four solution sets: Risk Management Solutions, Sales & Marketing Solutions, E- Business Solutions and Supply Management Solutions. D&B operates through two business segments: United States, which consists solely of its United States operations, and International, which consists of its operations in Canada, Europe, Asia Pacific and Latin America with locations in Argentina, Brazil, Mexico and Peru. During the year ended Dec. 31, 2006, the company formed a joint venture, Huaxia D&B China, with Huaxia International Credit Consulting Co. Ltd. In March 2007, the company acquired First Research, a provider of editorial-based industry insight, specifically tailored toward sales professionals. * PERU: Grants Local & Int'l Long Distance License to Internexa --------------------------------------------------------------- Peruvian transport and communications ministry has awarded a 20-year domestic and international long distance license to Colombian network operator Internexa, Colombian news daily Portafolio reports. Internexa is a subsidiary of Colombian state-owned power transmission firm Interconexion Electrica SA. It runs a fiber optic network of over 4,200 kilometers in Colombia, extended by "microwave infrastructure in certain areas and serving more than 100 connection points." Business News Americas relates that Internexa would provide services in: -- Lima, -- Huarmey, -- Chimbote, -- Trujillo, -- Chiclayo, -- Piura, and -- Tumbes. Internexa would install an "interconnection point" between Peru and Ecuador, BNamericas notes. Internexa budgeted COP57 billion for network expansion in 2007, approximately four times the amount invested last year. The investment covers expansion in Colombia and "international projects in the Andean region," BNamericas states. * * * 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 ===================== AVNET INC: Operating Unit Inks Distribution Pact with Agilent ------------------------------------------------------------- Avnet Inc.'s operationg group Avnet Electronics Marketing and Agilent Technologies entered into a distribution agreement. Under terms of the new pact, Avnet will distribute Agilent's Monolithic Microwave Integrated Circuits line of millimeter-wave semiconductor products in North America. Agilent MMICs are small, high-performance and cost-efficient chips that provide an attractive design solution for point-to- point radios, satellite, navigational, automotive radar, global positioning and defense/aerospace system applications -- all of which require high-frequency, high-bandwidth, and high- performance active circuits. "Avnet and Agilent have teamed up to offer the breadth and depth of tools and expertise to meet design engineers' critical requirements for a variety of high-performance applications," said Jeff Ittel, senior vice president of semiconductors for Avnet Electronics Marketing Americas. "RF design engineers are always looking for products that provide consistent, optimal performance and value. This family of millimeter-wave products allows our customers to manufacture systems with products from a single, reliable vendor." "We are excited to have Avnet representing our MMIC line of products," said Greg Ward, business development manager for Agilent. "Avnet brings an impressive reach and strong customer relationships in the RF and microwave market. This provides great potential for our expanding line of products." About Agilent Technologies Agilent Technologies Inc. (NYSE: A) -- http://www.agilent.com/- - is the world's premier measurement company and a technology leader in communications, electronics, life sciences and chemical analysis. The company's 19,000 employees serve customers in more than 110 countries. Agilent had net revenue of US$5.0 billion in fiscal year 2006. About Avnet Electronics Avnet Electronics Marketing -- http://www.em.avnet.com/--is an operating group of Phoenix-based Avnet, Inc. (NYSE:AVT), a Fortune 500 company. Avnet Electronics Marketing serves electronic original equipment manufacturers (EOEMs) and electronic manufacturing services (EMS) providers in 70 countries, distributing electronic components from leading manufacturers and providing associated design-chain and supply- chain services. About Avnet Headquartered in Phoenix, Arizona, Avnet, Inc. -- http://www.avnet.com/-- distributes electronic components and computer products, primarily for industrial customers. It has operations in the following countries: Australia, Belgium, China, Germany, Hong Kong, India, Indonesia, Italy, Japan, Malaysia, New Zealand, Philippines, Singapore, and Sweden, Brazil, Mexico and Puerto Rico. * * * The Troubled Company Reporter on March 6, 2007, reported that Moody's Investors Service affirmed the Ba1 corporate family and long-term debt ratings of Avnet, Inc. and revised the outlook to positive from stable. AVNET INC: Unit Signs Distribution Agreement with Diodes Inc. ------------------------------------------------------------- Avnet, Inc.'s unit SILICA signed a distribution agreement with Diodes Incorporated, a leading manufacturer and supplier of high-quality application specific standard products within the broad discrete and analog semiconductor markets. SILICA is a highly specialized semiconductor distributor with 36 branch offices throughout Europe providing customers with a broad portfolio of semiconductor products along with in-depth technical and logistic support as well as other value-added services. With local teams of application engineers and technology specialists, SILICA is dedicated to supporting its OEM customers technically and to providing the design-in expertise needed for customers to compete successfully. As a division of Avnet Electronics Marketing in Europe, Silica is supported by Avnet Logistics for warehousing, programming and other value-added services. "We are very excited to add SILICA to our European distribution network," commented Mark A. King, Senior Vice President, Sales & Marketing of Diodes Incorporated. "Their specialized focus on semiconductor products and extensive local presence in Europe will improve our ability to service our customer's logistic requirements, enhance our competitiveness and strengthen our brand recognition." "Since entering the European market in 2001, we have consistently grown our sales and expanded our market share, successfully building our European customer base in the automotive, communications and industrial end-markets," said Dr. Keh-Shew Lu, President & Chief Executive Officer of Diodes, Inc. "Diodes' innovative products have been well received and we believe that Europe will make an important contribution to Diodes' long term profitable growth." "SILICA is very pleased to be associated with Diodes, Inc., a company that enjoys an excellent reputation for innovation and quality, and has consistently focused on and introduced leading edge innovative products. Their core strengths, combined with our existing extensive regional distribution network, provide a strong foundation to meet the needs of existing customers, and to win new business," said Miguel Fernandez, President of Silica. About Silica Silica -- http://www.avnet.com/-- is a specialized distributor offering a comprehensive range of semiconductor products and serving all European countries. Silica is a division of Phoenix-based Avnet, Inc., one of the largest distributors of electronic components, computer products and technology services and solutions with more than 250 locations serving 70 countries worldwide. Avnet brings a breadth and depth of capabilities, such as maximizing inventory efficiency, managing logistics, assembling products and providing engineering design assistance for its 100,000 customers, accelerating their growth through cost-effective, value-added services and solutions. For the fiscal year ended July 1, 2006, Avnet generated revenue of US$14.25 billion. About Diodes Incorporated Diodes Incorporated -- http://www.diodes.com/-- an S&P SmallCap 600 Index company, is a leading global manufacturer and supplier of high-quality application specific standard products within the broad discrete and analog semiconductor markets, serving the consumer electronics, computing, communications, industrial and automotive markets. Diodes products include diodes, rectifiers, transistors, MOSFETs, protection devices, functional specific arrays, power management devices including DC-DC switching and linear voltage regulators, amplifiers and comparators, and Hall- effect sensors. The Company has its corporate offices in Dallas, Texas, with a sales, marketing, engineering and logistics office in Southern California; design centers in Dallas, San Jose and Taipei; a wafer fabrication facility in Missouri; two manufacturing facilities in Shanghai; a fabless IC plant in Hsinchu Science Park, Taiwan; engineering, sales, warehouse and logistics offices in Taipei and Hong Kong, and sales and support offices throughout the world. With its recent asset acquisition of APD Semiconductor, a privately held U.S.- based fabless semiconductor company, Diodes acquired proprietary SBR(R) technology. Diodes, Inc.'s product focus is on high- growth end-user equipment markets such as TV/Satellite set-top boxes, portable DVD players, datacom devices, ADSL modems, power supplies, medical devices, wireless notebooks, flat panel displays, digital cameras, mobile handsets, DC to DC conversion, Wireless 802.11 LAN access points, brushless DC motor fans, and automotive applications. About Avnet Inc. Headquartered in Phoenix, Arizona, Avnet, Inc. -- http://www.avnet.com/-- distributes electronic components and computer products, primarily for industrial customers. It has operations in the following countries: Australia, Belgium, China, Germany, Hong Kong, India, Indonesia, Italy, Japan, Malaysia, New Zealand, Philippines, Singapore, and Sweden, Brazil, Mexico and Puerto Rico. * * * The Troubled Company Reporter on March 6, 2007, reported that Moody's Investors Service affirmed the Ba1 corporate family and long-term debt ratings of Avnet, Inc. and revised the outlook to positive from stable. DORAL FINANCIAL: Shareholders Approve Holdings Transaction ---------------------------------------------------------- Doral Financial Corporation's shareholders have approved all proposals necessary to complete the proposed US$610 million recapitalization transaction with Doral Holdings Delaware, LLC, a newly formed entity in which Bear Stearns Merchant Banking and other investors, including funds managed by 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. Approximately 95% of the shareholders voting on the proposals, representing more than a majority of the outstanding shares, supported the proposals. Doral further announced that it has received final court approval of the settlement agreement to settle all claims in the consolidated securities class action and shareholder derivative litigation filed against the Company following the announcement in April 2005 of the need to restate its previously issued financial statements. Subject to satisfaction of the remaining conditions to closing, the Holdings transaction is currently expected to close on July 19, 2007, prior to the maturity of the company's US$625 senior notes on July 20, 2007. Dennis Buchert, Chairman of the Board of Doral Financial, stated, "We are pleased that our shareholders have approved this transaction and we thank them for their support during the recapitalization process. We look forward to closing the transaction later this week and working with Holdings to move forward with our efforts to build the potential of the franchise and, in turn, value for all shareholders and the communities Doral serves." Glen R. Wakeman, Chief Executive Officer and President, stated, "When I first addressed shareholders last October, as the new management team began at Doral, I reported that there were key issues before the company that needed to be successfully addressed for Doral to move forward. They were: -- recapitalizing Doral Financial; -- resolving the shareholder litigation; -- putting in place a strong and deep management team; -- bringing the company current on its financial reporting; -- establishing sound relationships with all of our regulators; and -- putting in place a strategy to be a competitive provider of a broad arrange of financial services and products to meet the growing needs of our customers." "I am pleased to say that we have addressed or are addressing successfully all of these issues," Mr. Wakeman said. "Doral Financial is moving forward. It will now be able to do so with a solid balance sheet anchored by Doral Bank, which is sound financially, including by all relevant regulatory standards. We have the technology and infrastructure to enable us to strategically move to a community banking approach to better serve our customers. As such, we are a far different and stronger Doral than last October. Our ability for our company to be in this enhanced competitive position today reflects directly on the efforts and commitment of all Doral employees," Mr. Wakeman said. 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: Launches Offer for 9% Senior Notes Due 2012 ---------------------------------------------------------- Horizon Lines Inc. has commenced a tender offer for any and all of the 9.00% Senior Notes due 2012 (CUSIP No. 44043YAB8) of its subsidiaries Horizon Lines, LLC and Horizon Lines Holding Corp. and 11.00% Senior Discount Notes due 2013 (CUSIP No. 40422RAB2) of its subsidiary H-Lines Finance Holding Corp. Approximately US$197 million in aggregate principal amount of the Senior Notes and US$104 million aggregate principal amount at maturity of the Senior Discount Notes are currently outstanding. In conjunction with the tender offer, for each series of Notes, the company is soliciting the consent of the holders of a majority in aggregate principal amount of the outstanding Notes in such series to eliminate substantially all of the restrictive covenants contained in the indenture governing such Notes. The terms and conditions of the tender offer and consent solicitation are set forth in an Offer to Purchase and Consent Solicitation Statement, dated July 17, 2007. Subject to certain conditions precedent described in the Offer to Purchase, Holders who validly tender Notes and deliver consents at or prior to 5:00 p.m., New York City time, on July 30, 2007, unless such time is extended, will be entitled to receive the Total Consideration, which includes a consent payment of US$30.00 per US$1,000 principal amount of Notes. Holders who validly tender and deliver Notes after the Consent Expiration but at or prior to 12:00 midnight, New York City time, on Aug. 13, 2007, unless such time is extended, will be entitled to receive the Tender Consideration, which is equal to the Total Consideration less the Consent Payment. Assuming that all conditions to the tender offer have been satisfied or waived, payment will be made promptly following the company's acceptance of such tendered Notes after the Expiration Time, subject to the company's right to elect to accept for purchase prior to the Expiration Time all Notes tendered prior to the Consent Expiration and purchase such Notes promptly following such acceptance. Notes and related consents may be withdrawn prior to the Consent Expiration. After the Consent Expiration, tendered notes and related consents may be withdrawn only under certain limited circumstances. The Total Consideration for each US$1,000 principal amount of Senior Notes validly tendered and not validly withdrawn prior to the Consent Expiration will be an amount equal to (i) the sum of (a) the present value as of the applicable Payment Date of US$1,045 on Nov. 1, 2008, plus (b) the present value as of the applicable Payment Date of each of the interest payments that is scheduled to be paid on the Senior Notes from such Payment Date until the Senior Notes First Call Date, in each case discounted on the basis of the yield to the Senior Notes First Call Date equal to (x) the bid-side yield on the 4.875% U.S. Treasury Notes due Oct. 31, 2008, as calculated by the Dealer Manager in accordance with standard market practice, as of 2:00 p.m., New York City time, on the second business day immediately preceding the Consent Expiration, plus (y) 50 basis points, minus (ii) accrued and unpaid interest from, and including, the most recent interest payment date to, but not including, the applicable Payment Date (such amount being rounded to the nearest cent). Senior Notes accepted for payment will also receive accrued and unpaid interest up to, but excluding, the applicable Payment Date. The Total Consideration for each US$1,000 principal amount at maturity of Senior Discount Notes validly tendered and not validly withdrawn prior to the Consent Expiration will be an amount equal to the present value as of the applicable Payment Date of US$1,055.00 on April 1, 2008, discounted on the basis of the yield to the Senior Discount Notes First Call Date equal to (a) the bid-side yield on the 4.625% U.S. Treasury Notes due March 31, 2008, as calculated by the Dealer Manager in accordance with standard market practice, as of 2:00 p.m., New York City time, on the second business day immediately preceding the Consent Expiration, plus (b) 50 basis points (such amount being rounded to the nearest cent). Subject to market conditions and other factors, the Company currently intends to finance the tender offer with a portion of the proceeds from the sale of up to US$300 million of its convertible debt securities and the replacement of the company's existing credit facility with a new credit facility consisting of a US$125 million term loan and a US$200 million revolver. The Offer to Purchase and this notice is not an offer to sell or a solicitation to buy any securities. The company's obligation to accept for purchase and to pay the Total Consideration or Tender Consideration, as applicable, for each of the Notes validly tendered in the tender offer is subject to, and conditioned upon, the satisfaction of or waiver of the following: (i) the completion and close of the New Financing on terms and conditions satisfactory to the company, and receipt by the Company of net proceeds from the New Financing sufficient to repay the company's indebtedness under the existing credit facility and to purchase all Notes pursuant to the Offer; (ii) for each series of Notes, the receipt of the requisite consents on or prior to the Consent Expiration from the holders of at least a majority in aggregate principal amount of the outstanding Notes in such series and the execution of the Supplemental Indenture relating to the Senior Notes by Horizon Lines, LLC and Horizon Lines Holding Corp., each a wholly-owned subsidiary of the company, the Guarantors and the Trustee and the execution of the Supplemental Indenture relating to the Senior Discount Notes by H-Lines Finance Holding Corp., a wholly-owned subsidiary of the company, and the Trustee; and (iii) certain other customary conditions. The tender offer is being made only pursuant to the Offer to Purchase and related applicable Letter of Transmittal and Consent dated July 17, 2007. The company has retained Goldman, Sachs & Co. to serve as the exclusive Dealer Manager and Solicitation Agent for the tender offer and D.F. King & Co., Inc. to serve as the Information Agent. Requests for documents may be directed to D.F. King & Co., Inc. by telephone at 800- 714-3313 (toll-free). Questions regarding the tender offer and consent solicitation may be directed to Goldman, Sachs & Co. at 800-828-3182 (toll-free) or 212-357-0775. About Horizon Lines 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-Latin America on July 3, 2007, Standard & Poor's Ratings Services raised its corporate credit rating on Horizon Lines Inc. to 'BB-' from 'B'. The rating on the bank loan was raised from to 'BB' from 'B+'; the recovery rating remains '2', indicating expectations of substantial (70%-90%) recovery in the event of a payment default. The rating on the senior unsecured notes was raised to 'B' from 'CCC+'. The outlook is now stable. MOTHERS WORK: June 2007 Sales Goes Down 5.4% to US$46.9 Million --------------------------------------------------------------- Mothers Work Inc.'s net sales for the month of June 2007 decreased 5.4% to US$46.9 million from US$49.6 million reported for the month of June 2006. The decrease in sales versus last year resulted primarily from a decrease in comparable store sales. Comparable store sales for June 2007 decreased 5.4% versus a comparable store sales increase of 6.2% for June 2006. The comparable store sales decrease of 5.4% for June 2007 was favorably impacted by approximately 2 to 3 percentage points due to having five Saturdays in June 2007 compared to four Saturdays in June 2006. During June 2007, the company opened two multi- brand stores, including its 14th Destination Maternity(R) superstore and closed seven stores, including six stores related to multi-brand store openings. As of the end of June 2007, the company operates 787 stores, 812 leased department locations and 1,599 total retail locations, compared to 815 stores, 725 leased department locations and 1,540 total retail locations operated at the end of June 2006. Net sales decreased 6.5% to US$153.2 million for the third quarter of fiscal 2007 ended June 30, 2007, from US$163.9 million for the same period of the preceding year. The decrease in sales versus last year resulted primarily from a decrease in comparable store sales, partially offset by increased sales from the company's licensed relationship and marketing partnerships. Comparable store sales decreased 8.2% during the third quarter of fiscal 2007 versus a comparable store sales increase of 6.4% during the third quarter of fiscal 2006. For the quarter ended June 30, 2007, the company opened five stores, including four multi-brand store openings, and closed 13 stores, with eight of the store closings related to multi-brand store openings. Management Comments Rebecca Matthias, president and chief creative officer of Mothers Work, noted, "Our sales for June were weaker than we had planned and we attribute this primarily to a continued difficult overall economic and retail environment, as well as negative impact from the current popularity of certain styles in the non- maternity women's apparel market, such as trapeze and baby-doll dresses and tops, which can more readily fit a pregnant woman early in her pregnancy than typical non-maternity fashions. As a result of our continued weaker than expected sales trend, our sales for the third quarter of US$153.2 million were lower than our guidance range of US$160 million to US$166 million provided in our April 24, 2007 press release, with our comparable store sales decrease of 8.2% for the quarter falling short of our guidance range for third quarter comparable store sales of between down 4% and down 0.5%. The weak sales trend we have seen in recent months has also resulted in us taking some increased markdowns to help manage our inventory level, which has resulted in somewhat lower than planned gross margins. With our lower than planned sales for the quarter, offset somewhat by lower than planned operating expenses, reflecting continued tight expense controls, we project that our third quarter diluted earnings per share, excluding the charge related to our US$90 million debt redemption in April 2007, will be between US$0.86 and US$0.90 per share, below our guidance for diluted earnings per common share of between US$1.25 per share and US$1.55 per share excluding the debt redemption charge. It is very important to note that with our aggressive actions to manage our inventory level, including increasing our markdown levels, our overall inventory level is only slightly higher than last year, and we believe we can continue to manage our inventory levels without resorting to excessive markdown levels. "As previously reported, we expect that the redemption of our US$90 million 1114% Senior Notes on April 18, 2007 with the proceeds of a US$90 million Term Loan, will result in a decrease in annualized pre-tax interest expense of approximately US$3.6 million, yielding an expected annualized increase to earnings per share of approximately US$0.35 per share on an after-tax basis. Also, as previously disclosed, the redemption of the Senior Notes resulted in a one-time "Loss on extinguishment of debt" of approximately US$7.3 million on a pre-tax basis, or approximately US$0.72 per share on an after- tax basis, which was recognized in our fiscal third quarter upon the redemption of the senior notes. "Looking forward, we continue to focus on developing great maternity product under each of our brands and continuing our strategic transition, including continuing to expand our marketing partnerships, our leased department and licensed relationships, and continuing to roll out our multi-brand stores. We do not believe that the recent weakness in our sales performance is indicative of any impairment of our long-term prospects, but rather is indicative of a weak overall economic and retail environment and a temporary fashion trend in the non- maternity women's apparel market favoring styles which more readily fit a pregnant woman early in her pregnancy than typical non-maternity fashions. "We will report our results for our third quarter on July 24, 2007, at which time we will provide additional information related to our results for the third quarter and our future financial guidance, and will host an investor conference call." About Mothers Work Based in Philadelphia and founded in 1982, Mothers Work Inc. (Nasdaq: MWRK) -- http://www.motherswork.com/ -- designs and retails maternity apparel. The company operates 1,582 maternity locations, including 798 stores in 50 states, Puerto Rico and Canada predominantly under the tradenames Motherhood Maternity(R), A Pea in the Pod(R), Mimi Maternity(R), and Destination Maternity(TM), and sells on the web through its DestinationMaternity.com and brand-specific Web sites. In addition, Mothers Work distributes its Oh Baby! by Motherhood(TM) collection through a licensed arrangement at Kohl's(R) stores throughout the United States and on Kohls.com. * * * As reported in the Troubled Company Reporter-Latin America on March 2, 2007, Moody's Investors Service upgraded the corporate family rating of Mothers Work, Inc., to B2 from B3 and its probability of default rating to B2 from B3. The rating outlook was stable. The upgrade is a result of the company's sustained improvement in operating performance combined with a sizable debt reduction, which has led to a solid improvement in credit metrics. In addition, Moody's assigned a B2 rating to Mothers Work's new proposed senior secured Term Loan B. The proceeds from the proposed US$90 million Term Loan B would be used to redeem its existing 11.25% Senior Notes. ================= V E N E Z U E L A ================= LEAR CORP: S&P Assigns B Corporate Credit Rating ------------------------------------------------ Standard & Poor's Ratings Services placed its 'B' corporate credit rating on Southfield, Michigan-based Lear Corp. and certain other issue ratings on CreditWatch with positive implications following Lear's announcement that shareholders had voted against the debt-financed purchase of Lear by Carl Icahn- controlled American Real Estate Partners, L.P. (AREP; BB+/Stable/--). AREP currently owns or controls about 20% of Lear, an automotive supplier. "The CreditWatch resolution will focus on expectations for Lear's financial profile absent the proposed acquisition debt as well as prospects for any shifts in business or financial strategy now that Lear will remain an independent company," said Standard & Poor's credit analyst Robert Schulz. Prior to the AREP bid in February, Lear's corporate credit rating was 'B+' and a modest upgrade which returns the corporate credit rating to that level is possible. At the same time, S&P's withdrew its ratings on the proposed bank acquisition financing, revised its recovery rating on Lear's existing bank term loan to '2' from '3' (this reflects the recently announced changes to S&P's recovery ratings scale) and placed the 'B+' bank loan rating on the existing term loan on CreditWatch with positive implications. S&P also withdrew its 'B-3' short-term rating. Lear has total debt of about US$3.5 billion at March 31, 2007, including the present value of operating leases and underfunded employee benefit liabilities. Lear has strong market positions, good growth prospects outside of North America, and fair financial flexibility. While its operating performance has been challenged by severe industry pressures in North America that caused credit protection measures to weaken in recent years, Lear has reported improved results during 2007, and twice raised its guidance for the year. Still, with restructuring efforts ongoing at Michigan-based automakers, we expect that 2007 and beyond will present challenges for most US-based auto suppliers. Based in Southfield, Michigan, Lear Corporation (NYSE:LEA) -- http://www.lear.com/-- supplies automotive interior systems and components. Lear provides complete seat systems, electronic products and electrical distribution systems and other interior products. The company has more than 90,000 employees at 236 facilities in 33 countries. Lear also operates in Latin American countries including Argentina, Mexico, and Venezuela. Its European operations are located in Czech Republic, United Kingdom, France, Germany, Honduras, Hungary, Poland, Portugal, Romania, Russia, Slovakia, Spain, Sweden, South Africa, Morocco, Netherlands, Tunisia and Turkey. Its Asian facilities are in China, India, Japan, Philippines, Singapore, South Korea, and Thailand. PETROLEOS DE VENEZUELA: Seniat Billing Ameriven Oil Project ----------------------------------------------------------- Venezuelan tax authority Seniat's head Jose Vielma Mora told Dow Jones Newswires that it is preparing a tax bill for the Ameriven extra-heavy oil project for up to VEB83 billion bolivars. Dow Jones relates that Ameriven is a joint venture between Petroleos de Venezuela SA and Chevron Corp. Mr. Mora commented to the press, "We are only missing a tax bill for Ameriven that will range between VEB80 billion and VEB83 billion, covering the years 2001 through 2005 [in income taxes]." Dow Jones notes that since the Seniat started auditing foreign oil companies in 2004, it has collected VEB1.4 trillion in unpaid taxes. Seniat would bill Ameriven as soon as the tax review is finalized, Dow Jones says, citing Mr. Mora. Upcoming tax reforms won't include any news taxes for the oil, gas and mining sectors, Mr. Mora told Dow Jones. Petroleos de Venezuela SA -- http://www.pdv.com/-- is Venezuela's state oil company in charge of the development of the petroleum, petrochemical and coal industry, as well as planning, coordinating, supervising and controlling the operational activities of its divisions, both in Venezuela and abroad. The company has a commercial office in China. As reported on March 28, 2007, Standard & Poor's Ratings Services assigned its 'BB-' senior unsecured long-term credit rating to Petroleos de Venezuela S.A.'s US$2 billion notes due 2017, US$2 billion notes due 2027, and US$1 billion notes due 2037. PETROLEOS DE VENEZUELA: Will Explore Two Blocks with Belarusneft ---------------------------------------------------------------- Venezuelan state-run oil firm Petroleos de Venezuela SA said in a statement that it will conduct natural gas exploration and production with Belarus counterpart Belarusneft in the Guara Este and Bloque Diez de Lago Medio mature blocks in Venezuela. As reported in the Troubled Company Reporter-Latin America on July 13, 2007, Petroleos de Venezuela said that it was continuing to increase relations with Belarus. Business News Americas relates that Petroleos de Venezuela and Belarusneft will first create a technical group to conduct a study on the area and come up with a development plan. Petroleos de Venezuela said in a statement that a joint venture firm will then be formally incorporated. The new company will operate in Puerto La Cruz. BNamericas notes that Felix Rodriguez -- the head of Petroleos de Venezuela unit PDVSA Gas -- and Belarus' deputy energy minister Eduard Tovpenets signed a letter of agreement to advance natural gas projects in Venezuela. According to Petroleos de Venezuela's statement, Venezuela and Belarus will evaluate a project to boost natural gas infrastructure in Barinas and study the expansion of the liquefied natural gas sector in Venezuela. Belarus will also hold the first Belarusian Expo in Caracas in November 2007. Belarusian officials will present services they offer in the fields of energy, infrastructure, science, technology and food services in the exposition. Petroleos de Venezuela SA -- http://www.pdv.com/-- is Venezuela's state oil company in charge of the development of the petroleum, petrochemical and coal industry, as well as planning, coordinating, supervising and controlling the operational activities of its divisions, both in Venezuela and abroad. The company has a commercial office in China. As reported on March 28, 2007, Standard & Poor's Ratings Services assigned its 'BB-' senior unsecured long-term credit rating to Petroleos de Venezuela S.A.'s US$2 billion notes due 2017, US$2 billion notes due 2027, and US$1 billion notes due 2037. *********** 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. Marjorie C. Sabijon, Sheryl Joy P. Olano, Rizande de los Santos, and Christian Toledo, Editors. Copyright 2007. All rights reserved. ISSN 1529-2746. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR Latin America subscription rate is US$625 per half-year, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are US$25 each. For subscription information, contact Christopher Beard at 240/629-3300. * * * End of Transmission * * *