/raid1/www/Hosts/bankrupt/TCRLA_Public/080317.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
Monday, March 17, 2008, Vol. 9, No. 54
Headlines
A R G E N T I N A
ALITALIA SPA: State Council Rules Exclusive Talks Legitimate
CHRYSLER LLC: Sells Tritec Motors in Brazil to Fiat Powertrain
CHRYSLER LLC: Wants District Court to Study Bankr. Court Rulings
CHRYSLER LLC: Plans to Shut Down Company for Two Weeks in July
DELTA AIR: Wants Atlanta Port's Reserve Fund Trimmed to US$58MM
DELTA AIR: Execs Dispose of 49,304 Shares at US$13.35 Per Share
MACRO MODA: Proofs of Claim Verification Is Until May 7
MINERA SAFY: Proofs of Claim Verification Deadline Is March 31
OLD VETIKAR: Trustee to File Individual Reports on June 10
PATAGONIA EXPRESS: Proofs of Claim Verification Is Until May 21
SUN MICROSYSTEMS: To Resell BlueSpace TransMail Trusted Edition
B E R M U D A
MONTPELIER RE: Names Christopher Harris as Chief Exec. Officer
MONTPELIER RE: S&P Says Ratings Unaffected by Executive Hirings
SECURITY CAPITAL: Posts US$1.1 Billion Net Loss in 4th Qtr. 2007
TYCO INT'L: Taps Arun Nayar as Senior Vice President & Treasurer
B R A Z I L
AMBAC FINANCIAL: Closes US$1 Bln Public Offering of Common Stock
BRASIL TELECOM: Management Renumeration Voting Is Set Tomorrow
BRASKEM SA: Sets Shareholders' General Meeting for March 26
COMPANHIA SIDERURGICA: Fitch Sees 2008 as Record Year for Firm
CYRELA BRAZIL: Net Income Rises 74.2% to BRL422 Million in 2007
DRAKE MGMT: May Liquidate US$2.7-Bil. Global Opportunities Fund
FIAT SPA: FPT Unit Acquires Tritec Motors' Plant from Chrysler
FIAT SPA: John Elkann Takes Over as Editrice La Stampa Chairman
GENERAL MOTORS: Wants to Take Tools If Plastech Stops Delivery
GERDAU SA: Well-Positioned for Iron Ore Price Hike, Fitch Says
NORTEL NETWORKS: Realigns Biz; To Send Jobs Offshore by 2009
TRW AUTOMOTIVE: Earns US$56 Million in Quarter Ended December 31
USINAS SIDERURGICA: To Benefit From Price Increase, Fitch Says
C A Y M A N I S L A N D S
AIDA C: Sets Final Shareholders' Meeting for March 20
BEAR STEARNS: Probe to Focus on April 2007 Conference Call
BRYN MAWR: Proofs of Claim Filing Is Until March 20
CEA 97A: Proofs of Claim Filing Deadline Is March 20
STARVEST EMERGING: Proofs of Claim Filing Is Until March 20
TGM CURRENCY: Proofs of Claim Filing Deadline Is March 20
C H I L E
QUEBECOR WORLD: Phillips Hager Owns 105,300 Non-Voting Shares
QUEBECOR WORLD: Has Strong Position to Survive, Teamsters Says
C O L O M B I A
GRAN TIERA: Net Loss Increases to US$8.5 Million in 2007
SOLUTIA INC: Inks Backstopper Registration Rights Agreement
SOLUTIA INC: Discloses New Board of Directors
SOLUTIA INC: Funding Co. to Distribute Assets Under Settlement
C O S T A R I C A
SIRVA INC: Committee Files Motion to Restrict Access to Docs
E C U A D O R
DOLE FOOD: Posts US$57.5 Million Net Loss in Year Ended Dec. 29
G U A T E M A L A
BRITISH AIRWAYS: BALPA Reacts to Airline's Media Tactics
BRITISH AIRWAYS: Demands Urgent Changes to UK Airport Regulation
H O N D U R A S
MILLICOM INT'L: Earns US$697.1 Million in Year Ended Dec. 31
M E X I C O
BENCHMARK ELECTRONICS: Earns US$21 Mil. in 2007 Fourth Quarter
CEMEX SAB: Releases 2008 First Quarter Guidance
DESARROLADORA HOMEX: S&P Eyes Negative Rating on Share Buyback
FIRST DATA: Posts US$273.2 Million Net Loss in Fourth Quarter
FOAMEX INTERNATIONAL: To Pursue Further Deleveraging
SHARPER IMAGE: Obtains Final Approval to Use Cash Collateral
SMOBY-MAJORETTE: MI29 to Acquire Majorette Unit for EUR7 Million
P E R U
BUNGE LTD: Seven Summits Research Publishes PriceWatch Alert
QUEBECOR WORLD: Ex-Corby Workers Set Up Taskforce w/ Unite Union
P U E R T O R I C O
ADELPHIA COMMS: Court Okays New Settlement With D&O Insurers
ADELPHIA COMMS: Supreme Court Dismisses John Rigas' Appeal
ADELPHIA COMMS: Settles Dispute on NBC Rejection Claims
AEROMED SERVICES: Hires Alexis Fuentes-Hernandez as Counsel
V E N E Z U E L A
NORTHWEST AIRLINES: Court Denies Panel Advisors' Completion Fees
NORTHWEST AIRLINES: Balks at U.S. Bank's Lease Rejection Claim
NORTHWEST AIRLINES: Signs Settlement Agreement With IAM
NORTHWEST AIRLINES: FMR LLC Discloses 10.4% Equity Stake
X X X X X X
* S&P: U.S. Recession Likely Offset Growth in LatAm Countries
* BOND PRICING: For the Week March 10 - March 14, 2008
- - - - -
=================
A R G E N T I N A
=================
ALITALIA SPA: State Council Rules Exclusive Talks Legitimate
------------------------------------------------------------
Italy's State Council, the highest administrative appeals court
in the country, has dismissed an appeal by AirOne S.p.A. to
reverse a ruling by the Italian Regional Administration Court of
Lazio that confirmed the legitimacy of the exclusive talks to
sell the Italian government's 49.9% stake in Alitalia S.p.A. to
Air France-KLM S.A., Reuters reports.
The Council ruled that the selection process for Alitalia's
potential buyer was conducted "in an adequate way, guaranteeing
the proper competition between the potential buyers," Reuters
relates.
According to the report, the Lazio court rejected an appeal
filed by AirOne to its Feb. 20, 2008, decision that rejected its
petition to declare null and void a Dec. 28, 2007, decision of
Italy's Ministry of Economy and Finance to commence exclusive
talks with Air France.
As reported in the TCR-Europe on Jan. 17, 2008, Alitalia and
Italy commenced exclusive sale talks with Air France-KLM. The
carriers have until mid-March to reach an agreement, which
would be approved by the government. Air France said it will
seek approval from the new Italian government chosen following
the April 13-14, 2008, snap elections, for any agreement to
acquire Italy's stake in Alitalia.
Air France Managing Director Pierre Henri Gourgeon said that the
exclusive talks may go beyond the April elections due to various
procedural steps, Radiocor relates.
AirOne said it would present a binding offer once it wins its
appeal, adding that its offer would be financially backed by
Intesa Sanpaolo S.p.A., Goldman Sachs Group Inc., Morgan Stanley
and Nomura Holdings Plc.
Air France's Board of Directors has authorized the submission of
an offer for Italy's stake in Alitalia, subject to suspensive
conditions, including notably the commitment of the trade
unions.
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 Italian government owns 49.9%
of Alitalia. The company has operations in Argentina.
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 posted EUR93 million in
net profits in 2002 after a EUR1.4 billion capital injection.
The carrier booked annual net losses of EUR520 million in 2003,
EUR813 million in 2004, EUR168 million in 2005, and
EUR625.6 million in 2006.
Italian Transport Minister Alessandro Bianchi has warned that
Alitalia may file for bankruptcy if the current attempt to sell
the government's 49.9% stake fails.
CHRYSLER LLC: Sells Tritec Motors in Brazil to Fiat Powertrain
--------------------------------------------------------------
Chrysler LLC signed an agreement to transfer full ownership of
Tritec Motors Ltda. to Fiat Powertrain Technologies. The
purchase includes the facilities, manufacturing unit, production
lines and the license to produce the current range of products.
The Tritec Motors plant is located in the town of Campo Largo in
the Curitiba metropolitan area, in the southern Brazilian state
of Parana.
"The announcement is great news and provides a stable future for
Tritec under the ownership of Fiat Powertrain Technologies,"
said Chrysler Vice Chairman and President Tom LaSorda.
Total investment of FPT in this initiative will amount to
BRL250 million (EUR83 million) including further development
costs. In addition to acquiring one of the world's most modern
engine factories, FPT also disclosed that the Campo Largo
manufacturing unit will produce a new range of mid-size gasoline
and flex-fuel engines. This product will be developed jointly
by the Engineering Centers in Betim and Torino, working together
with staff at the Campo Largo plant. The acquisition of this
plant by FPT – FIAT Powertrain Technologies will create
approximately 500 direct jobs and 1,500 indirect jobs, thus
contributing significantly to economic growth in the city of
Campo Largo, the local industrial district and the entire state
of Parana.
According to Alfredo Altavilla, FPT CEO, "acquiring the Campo
Largo manufacturing facility will enable us to reach two main
strategic goals: first, to attract an even larger number of non-
captive customers for this product. Secondly, to widen our
product portfolio, offering a new extremely modern and
competitive product range."
Tritec Motors
Tritec Motors was established in 1996 between Chrysler and the
BMW Group to manufacture 1.4- and 1.6-liter four-cylinder
gasoline engines. The Tritec name stands for the union of the
three countries involved: Germany, the United States, and
Brazil.
The plant was built on a 314-acre (1.27 million square meter)
plot of land. Construction of the 430,556 square foot (40,000
square meter) facility began in April 1998 and was completed by
January 1999. The first motor was assembled in September of
that same year.
Built according to strict quality and technology standards, the
gasoline powered, four-cylinder, 16-valve 1.6- and 1.4-liter
engines were destined for export, formerly equipping all BMW
MINI models worldwide; the Chrysler PT Cruiser in South Africa,
Europe and other foreign markets; and formerly, the Chrysler
(Dodge) Neon sold outside North America.
About FIAT Powertain
Fiat Powertrain Technologies S.p.A. was set up in March 2005 to
pool all of the Fiat Group's expertise in engines and
transmissions, and combine all of the powertrain resources of
Fiat Group Automobiles, Iveco Motors, and Fiat Research Center
and Elasis.
Through its Powertrain Research & Technology unit, FTP conducts
advanced engineering and research work to ensure that it
maintains its technological excellence. In South America, FPT
has 3,500 employees, three plants (Betim and Sete Lagoas in the
Brazilian state of Minas Gerais, and Cordoba in Argentina) and a
research center in Betim, focused on developing alternative fuel
engines.
About Chrysler LLC
Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products. The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.
* * *
As reported in the Troubled Company Reporter on Nov. 12, 2007,
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Chrysler LLC and DaimlerChrysler Financial
Services Americas LLC and removed it from CreditWatch with
positive implications, where it was placed Sept. 26, 2007. S&P
said the outlook is negative.
CHRYSLER LLC: Wants District Court to Study Bankr. Court Rulings
----------------------------------------------------------------
Chrysler LLC asks the U.S. District Court for the Eastern
District of Michigan to review the tool dispute rulings given by
the Honorable Phillip J. Shefferly of the U.S. Bankruptcy Court
for the Eastern District of Michigan.
As reported in the Troubled Company Reporter on March 4, 2008,
Chrysler LLC, Chrysler Motors Company LLC, and Chrysler Canada
Inc., took an appeal under 28 U.S.C. Section 158(a) before the
District Court from the orders of Judge Shefferly that denied:
i) the lifting of the automatic stay to allow Chrysler to
regain possession of tooling located in Plastech
Engineered Products Inc. and its debtor-affiliates'
plants; and
ii) issuance of a preliminary injunction in connection with
the proposed recovery of tooling equipment.
Judge Shefferly said in a court opinion that the Debtors needed
to keep the tooling equipment to faciliate them in their
reorganization. The balancing of interests favored Plastech,
the Court said.
The Court affirmed the Debtors' contentions that the automatic
stay applies to both the tooling paid by Chrysler and the
tooling that Chrysler has not paid for. In addition, the Court
was convinced that if Chrysler takes immediate possession of the
tooling, the Debtor will not be able to continue to provide
parts uninterrupted to its other major customers and therefore
any prospect of an effective reorganization will be lost.
The Chrysler Group therefore asks the District Court to
determine whether the Bankruptcy Court:
-- erred in concluding that the Debtors' mere possession of
certain tooling was sufficient to invoke the automatic
stay under Section 362(a) of the Bankruptcy Code, where
the Court agreed with Chrysler that it has a right to
immediate possession of the tooling and where established
caselaw provides that possession of property is sufficient
to invoke the automatic stay only if there is some right
of possession, i.e., "a good-faith, colorable claim to
possession;"
-- abused its discretion in denying Chrysler's motion to lift
the automatic stay, where Chrysler established grounds to
lift the stay under both Section 362(d)(1) ("cause" to
lift the stay) and Section 362(d)(2) (debtor does not have
equity in the property and the property is not "necessary
to an effective reorganization");
-- clearly erred in finding that Chrysler did not demonstrate
"cause" under Section 362(d)(1) of the Bankruptcy Code to
lift the automatic stay and allow Chrysler to immediately
recover its tooling, where the Bankruptcy Court relied
solely on the "early stages" of the case as a basis to
disregard what the court acknowledged as Chrysler's clear
and unambiguous contractual rights;
-- erred in finding that there was no "cause" to lift the
automatic stay, and that Chrysler's tooling was
"necessary" to the Debtors' "effective reorganization,"
where the continued possession of such tooling (as opposed
to the receipt of revenue from Chrysler resulting from the
production of component parts) would have no financial
impact on the Debtor and would not avoid the financial
harm on which the Bankruptcy Court relied in reaching its
decision;
-- clearly erred in permitting the Debtors to hold Chrysler'
tooling hostage and, as a result, compelling Chrysler to
continue purchasing component parts from the Debtors
against its will;
-- abused its discretion in denying Chrysler's request
for injunctive relief, where the court agreed with
Chrysler that it had a likelihood of success on the merits
with respect to its right to demand possession of the
tooling, and where Chrysler further demonstrated that:
(a) without an injunction it will suffer irreparable harm
in the form of immediate plant closures and loss of
goodwill if it does not accede to the Debtors'
financial demands;
(b) such harm outweighs any potential harm to the Debtors
if an injunction were to issue, and;
(c) an injunction would serve the public interest by
preventing the Debtors from using their Chapter 11
bankruptcy filing as a means of holding Chrysler's
tooling hostage to extract financial accommodations
from Chrysler;
-- erred in relying on Chrysler's alternative request for
specific performance under its contracts with the Debtors
as a basis for denying Chrysler's request for injunctive
relief, where Chrysler's entitlement to specific
performance was irrelevant to Chrysler's request for
immediate possession of its tooling;
-- clearly erred in finding that Chrysler could not show
irreparable injury in the absence of an injunction since
any resulting damages to Chrysler "are compensable by
money," where the court failed to consider the fact that
the Debtors' insolvency renders it unlikely that Chrysler
could ever recover damages, and where the Court also
disregarded the evidence presented by Chrysler as to the
catastrophic harm it will suffer from an interruption in
the supply of parts to its plants, including irreparable
harm to Chrysler's goodwill with its other suppliers and
customers, that is difficult, if not impossible, to
calculate;
-- clearly erred in relying on purported harm to the Debtors'
other Major Customers to justify its denial of Chrysler's
request for relief from the automatic stay and for
immediate possession of its tooling, where the testimony
and evidence revealed that:
(a) the tooling is used only to produce parts for
Chrysler;
(b) any harm to the Debtors would consist solely of a loss
of revenue from the inability to continue to produce
parts for Chrysler, and;
(c) that the Debtors' other Major Customers, including
General Motors Corporation, Ford Motor Company, and
Johnson Controls, Inc., all supported Chrysler's right
to immediate possession of its tooling;
-- erred as a matter of law in relying on the so-called
"policy considerations of Chapter 11" to trump Chrysler's
contract rights under state law and to allow the Debtors
to effectively hold Chrysler's tooling hostage to extract
financial concessions, even though the court acknowledged
that:
(a) Chrysler's contracts with the Debtors "are clear and
unambiguous in conferring upon Chrysler the right to
take immediate possession of the tooling," and;
(b) that Chrysler will suffer harm "either by having to
contribute additional financial accommodations to the
Debtors, or by having to shut down certain of its
assembly lines and idle certain of its workers if it
does not obtain the tooling."
The documents were submitted to the District Court by Michael C.
Hammer, Esq., at Dickinson Wright PLLC, in Ann Arbor, Michigan,
on behalf of Chrysler Motors Company, LLC, and Chrysler Canada.
About Plastech Engineered
Based in Dearborn, Michigan, Plastech Engineered Products, Inc.
-- http://www.plastecheng.com/-- is full-service automotive
supplier of interior, exterior and underhood components. It
designs and manufactures blow-molded and injection-molded
plastic products primarily for the automotive industry.
Plastech's products include automotive interior trim, underhood
components, bumper and other exterior components, and cockpit
modules. Plastech's major customers are General Motors, Ford
Motor Company, and Toyota, as well as Johnson Controls, Inc.
Plastech is a privately held company and is the largest family-
owned company in the state of Michigan. The company is
certified as a Minority Business Enterprise by the state of
Michigan. Plastech maintains more than 35 manufacturing
facilities in the midwestern and southern United States. The
company's products are sold through an in-house sales force.
The company and eight of its affiliates filed for Chapter 11
protection on Feb. 1, 2008 (Bankr. E.D. Mich. Lead Case No. 08-
42417). Gregg M. Galardi, Esq., at Skadden Arps Slate Meagher &
Flom LLP, and Deborah L. Fish, Esq., at Allard & Fish, P.C.,
represent the Debtors in their restructuring efforts. The
Debtors chose Jones Day as their special corporate and
litigation counsel. Lazard Freres & Co. LLC serves as the
Debtors' investment bankers, while Conway, MacKenzie & Dunleavy
provide financial advisory services. The Debtors also employed
Donlin, Recano & Company as their claims and noticing agent.
An Official Committee of Unsecured Creditors has been appointed
in the Debtors' cases.
As of Dec. 31, 2006, the company's books and records
reflected assets totaling US$729,000,000 and total liabilities
of US$695,000,000. (Plastech Bankruptcy News, Issue No. 11;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
About Chrysler LLC
Based in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products. The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.
* * *
As reported in the Troubled Company Reporter-Latin America on
Nov. 12, 2007, Standard & Poor's Ratings Services affirmed its
'B' corporate credit rating on Chrysler LLC and DaimlerChrysler
Financial Services Americas LLC and removed it from CreditWatch
with positive implications, where it was placed Sept. 26, 2007.
S&P said the outlook is negative.
CHRYSLER LLC: Plans to Shut Down Company for Two Weeks in July
--------------------------------------------------------------
Chrysler LLC disclosed its intention to shut down its entire
operations for two weeks starting July 7, 2008, various sources
report citing an e-mail message sent to Chrysler employees.
Although, it isn't unusual for plants to idle production during
the summer, the corporate-wide shutdown will affect Chrysler's
19,000 salaried workers, who will also be asked to go on a
holiday together with the 52,500 hourly workers, Mike Ramsey of
Bloomberg News says.
Mr. Ramsey relates that the summer closing was once set for car
manufacturers to transfer new tools for model-year switchovers,
now July is scheduled for plant maintenance.
Those working on special projects will have to remain, Dee-Ann
Durbin of The Associated Press quotes Chrysler spokeswoman Mary
Beth Heilprin.
As reported in the Troubled Company Reporter on March 11, 2008,
Chrysler disclosed that it was closing its Pacifica Advance
Product Design Center outside Diego, and consolidate the
advanced design studio to its home base in Auburn Hills,
Michigan.
Increasingly, the company is leveraging resources worldwide,
forming new joint ventures and alliances and consolidating
operations in order to better achieve global balance and manage
fixed costs. These moves, Chrysler said, are designed to help
it become a more globally focused manufacturer, with design,
engineering, and sourcing, as well as a local presence to serve
local customers.
Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products. The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.
* * *
As reported in the Troubled Company Reporter-Latin America on
Nov. 12, 2007, Standard & Poor's Ratings Services affirmed its
'B' corporate credit rating on Chrysler LLC and DaimlerChrysler
Financial Services Americas LLC and removed it from CreditWatch
with positive implications, where it was placed Sept. 26, 2007.
S&P said the outlook is negative.
DELTA AIR: Wants Atlanta Port's Reserve Fund Trimmed to US$58MM
---------------------------------------------------------------
Hartsfield-Jackson International Airport and Delta Air Lines,
Inc., are in a tug-of-war over a US$168,000,000 reserve fund
that airport officials say is needed to provide a financial
cushion for a new international terminal, the Atlanta-Journal
Constitution reports.
The newspaper relates that Delta wants the contingency fund
trimmed back to US$58,000,000 while Hartsfield-Jackson officials
say the terminal's funding could ultimately cost
US$1,600,000,000.
According to the report, Delta and the airport agree on the need
for the terminal, considering an imminent annual increase of up
to 13,000,000 in Delta's international passengers in the next
seven years. However, Delta and the other airlines complain
that the airport "is building in too much of a financial hedge
for the scope of the project."
"The higher the contingency, the less the incentive to stay
within the budget," the newspaper quotes Delta lobbyist Harold
Bevis.
Delta is Hartsfield-Jackson's biggest tenant.
Contingency Is Justified, Airport Officials Say
Hartsfield-Jackson officials say the contingency is justified,
considering the early stage of the project, the vast sums of
construction money involved and the multi-year nature of the
project, the report relates.
The contingency is about 11 percent of the project's
construction cost, Mike Williams, the project's assistant
director, told the Atlanta-Journal.
According to the report, Delta and the other airlines have asked
for major upgrades for the terminal -- additional boarding
bridges to accommodate wide-bodied jets, more high-speed luggage
conveyors and check-in stations at the parking decks -- which
have boosted the contingency requirements.
Airport officials also note a recent escalation in the cost of
the underground tunnel which will cost approximately
US$80,000,000, the report added.
The newspaper said Delta declined to comment further on the
issue.
About Delta Air
Based in Atlanta, Georgia, Delta Air Lines Inc. (NYSE:DAL) --
http://www.delta.com/-- is the world's second-largest airline
in terms of passengers carried and the leading U.S. carrier
across the Atlantic, offering daily flights to 328 destinations
in 56 countries on Delta, Song, Delta Shuttle, the Delta
Connection carriers and its worldwide partners. Delta flies to
Argentina, Australia and the United Kingdom, among others.
The company and 18 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents
the Debtors in their restructuring efforts. Timothy R. Coleman
at The Blackstone Group L.P. provides the Debtors with financial
advice. Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at
Akin Gump Strauss Hauer & Feld LLP, provide the Official
Committee of Unsecured Creditors with legal advice. John
McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James
S. Feltman at Mesirow Financial Consulting, LLC, serve as the
Committee's financial advisors.
The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007. On
Jan. 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on
Feb. 2, 2007. On Feb. 7, 2007, the Court approved the Debtors'
disclosure statement. In April 25, 2007, the Court confirmed
the Debtors' plan. That plan became effective on April 30,
2007. The Court entered a final decree closing 17 cases on
Sept. 26, 2007. (Delta Air Lines Bankruptcy News, Issue No. 92;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Latin America on
Jan. 18, 2008, Standard and Poor's said that media reports that
Delta Air Lines Inc. (B/Positive/--) entered into merger talks
with UAL Corp. (B/Stable/--) and Northwest Airlines Corp.
(B+/Stable/--) will have no effect on the ratings or outlook on
Delta, but that confirmed merger negotiations would result in
S&P's placing ratings of Delta and other airlines involved on
CreditWatch, most likely with developing or negative
implications.
DELTA AIR: Execs Dispose of 49,304 Shares at US$13.35 Per Share
---------------------------------------------------------------
Richard Anderson, chief executive officer, and Edward Bastian,
president and chief financial officer of Delta Air Lines Inc.
disposed company shares at US$13.35 per share.
1. Richard Anderson
In regulatory filing with the Securities and Exchange Commission
dated March 4, 2008, Richard Anderson disclosed that he disposed
of a total of 40,899 shares of Delta common stock on March 1 at
US$13.35 per share.
Mr. Anderson's disposed shares are withheld to pay tax
withholding obligations from the lapse of the restrictions on a
portion of the restricted stock granted to him on September 1,
2007, as approved by the Personnel & Compensation Committee of
Delta's Board of Directors, and exempted from Section 16(b) of
the Securities and Exchange Act of 1934 under Rules 16b(d)(1)
and 16b-3(e).
Following the transaction, Mr. Anderson beneficially owned
311,011 shares of Delta common stock, which includes 227,933
shares of restricted stock on which the restrictions have not
lapsed.
2. Edward Bastian
Edward Bastian informed the SEC on March 4, 2008, that he
disposed of 8,405 shares of Delta common stock at US$13.35 per
share on March 1.
The shares that Mr. Bastian disposed represent shares withheld
to pay tax withholding obligations to appropriate taxing
authorities from the lapse of the restrictions on a portion of
his restricted stock.
The withholding was approved by the Personnel & Compensation
Committee of Delta's Board of Directors, and is exempt from
Section 16(b) of the Securities and Exchange Act of 1934 under
Rules 16b(d)(1) and 16b-3(e).
Following the transaction, Mr. Bastian beneficially owned
236,517 shares that include 200,900 shares of restricted stock
on which the restrictions have not lapsed.
About Delta Air
Based in Atlanta, Georgia, Delta Air Lines Inc. (NYSE:DAL) --
http://www.delta.com/-- is the world's second-largest airline
in terms of passengers carried and the leading U.S. carrier
across the Atlantic, offering daily flights to 328 destinations
in 56 countries on Delta, Song, Delta Shuttle, the Delta
Connection carriers and its worldwide partners. Delta flies to
Argentina, Australia and the United Kingdom, among others.
The company and 18 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17923).
Marshall S. Huebner, Esq., at Davis Polk & Wardwell, represents
the Debtors in their restructuring efforts. Timothy R. Coleman
at The Blackstone Group L.P. provides the Debtors with financial
advice. Daniel H. Golden, Esq., and Lisa G. Beckerman, Esq., at
Akin Gump Strauss Hauer & Feld LLP, provide the Official
Committee of Unsecured Creditors with legal advice. John
McKenna, Jr., at Houlihan Lokey Howard & Zukin Capital and James
S. Feltman at Mesirow Financial Consulting, LLC, serve as the
Committee's financial advisors.
The Debtors filed a chapter 11 plan of reorganization and
disclosure statement explaining that plan on Dec. 19, 2007. On
Jan. 19, 2007, they filed revisions to the plan and disclosure
statement, and submitted further revisions to the plan on
Feb. 2, 2007. On Feb. 7, 2007, the Court approved the Debtors'
disclosure statement. In April 25, 2007, the Court confirmed
the Debtors' plan. That plan became effective on April 30,
2007. The Court entered a final decree closing 17 cases on
Sept. 26, 2007. (Delta Air Lines Bankruptcy News, Issue No. 92;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Latin America on
Jan. 18, 2008, Standard and Poor's said that media reports that
Delta Air Lines Inc. (B/Positive/--) entered into merger talks
with UAL Corp. (B/Stable/--) and Northwest Airlines Corp.
(B+/Stable/--) will have no effect on the ratings or outlook on
Delta, but that confirmed merger negotiations would result in
S&P's placing ratings of Delta and other airlines involved on
CreditWatch, most likely with developing or negative
implications.
MACRO MODA: Proofs of Claim Verification Is Until May 7
-------------------------------------------------------
Silvia Ines Trombetta, the court-appointed trustee for Macro
Moda SRL's bankruptcy proceeding, will be verifying creditors'
proofs of claim until May 7, 2008.
Ms. Trombetta will present the validated claims in court as
individual reports on June 18, 2008. 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 Macro Moda 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 Macro Moda's
accounting and banking records will be submitted in court on
Aug. 14, 2008.
Ms. Trombetta is also in charge of administering Macro Moda's
assets under court supervision and will take part in their
disposal to the extent established by law.
The debtor can be reached at:
Macro Moda SRL
Conesa 2662
Buenos Aires, Argentina
The trustee can be reached at:
Silvia Trombetta
Viamonte 1337
Buenos Aires, Argentina
MINERA SAFY: Proofs of Claim Verification Deadline Is March 31
--------------------------------------------------------------
Angel Vello Vazquez, the court-appointed trustee for Minera Safy
S.A.'s bankruptcy proceeding, will be verifying creditors'
proofs of claim until March 31, 2008.
Mr. Vazquez will present the validated claims in court as
individual reports on May 19, 2008. 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 Minera Safy 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 Minera Safy's
accounting and banking records will be submitted in court on
July 2, 2008.
Mr. Vazquez is also in charge of administering Minera Safy's
assets under court supervision and will take part in their
disposal to the extent established by law.
The debtor can be reached at:
Minera Safy S.A.
Viamonte 367
Buenos Aires, Argentina
The trustee can be reached at:
Angel Vello Vazquez
Parana 275
Buenos Aires, Argentina
OLD VETIKAR: Trustee to File Individual Reports on June 10
----------------------------------------------------------
Isabel Ana Ramirez, the court-appointed trustee for Old Vetikar
SA's bankruptcy proceeding, will present the validated claims as
individual reports in the National Commercial Court of First
Instance No. 2 in Buenos Aires on June 10, 2008.
Ms. Ramirez will be verifying creditors' proofs of claim until
April 28, 2008. She will also submit a general report
containing an audit of Old Vetikar's accounting and banking
records in court on Aug. 7, 2008.
Ms. Ramirez is also in charge of administering Old Vetikar's
assets under court supervision and will take part in their
disposal to the extent established by law.
The debtor can be reached at:
Old Vetikar SA
Pasteur 259
Buenos Aires, Argentina
The trustee can be reached at:
Isabel Ana Ramirez
Teniente General Juan Domingo Peron 2082
Buenos Aires, Argentina
PATAGONIA EXPRESS: Proofs of Claim Verification Is Until May 21
---------------------------------------------------------------
Claudio Jorge Haimovici, the court-appointed trustee for
Patagonia Express S.A.'s bankruptcy proceeding, will be
verifying creditors' proofs of claim until May 21, 2008.
Mr. Haimovici will present the validated claims in court as
individual reports. 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 Patagonia
Express 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 Patagonia Express'
accounting and banking records will be submitted in court.
Infobae didn't state the submission deadlines for the reports.
Mr. Haimovici is also in charge of administering Patagonia
Express' assets under court supervision and will take part in
their disposal to the extent established by law.
The trustee can be reached at:
Claudio Jorge Haimovici
Maipu 267
Buenos Aires, Argentina
SUN MICROSYSTEMS: To Resell BlueSpace TransMail Trusted Edition
---------------------------------------------------------------
Sun Microsystems Inc. has extended its partnership with
BlueSpace Software Corporation in which BlueSpace has become a
Global Connect Partner and Sun Federal Systems will resell
BlueSpace TransMail Trusted Edition to defense and intelligence
customers.
Sun Federal will be demonstrating TransMail Trusted Edition at
the DoDIIS Conference in San Diego, CA, the week commencing
today, March 17.
Sun and BlueSpace have been closely collaborating over the
introduction and rollout of TransMail Trusted Edition which
fully leverages the multi-level capabilities of Solaris 10 with
Trusted Extensions and the Sun Ray desktop. TransMail Trusted
Edition provides the defense and intelligence users with a
unified messaging experience across multiple security domains.
The result is much greater user productivity and collaboration
without compromising security.
"Multi-level messaging is such an important collaborative and
knowledge based application for the intelligence community,"
said Bill Vass, President of Sun Federal. "Our partnership with
BlueSpace provides our customers with infrastructure and
critical applications that enable them to meet their mission
objectives faster, with less risk and at lower cost."
"Sun has made major investments and as a result is a leader in
providing the infrastructure for secure, multi-level
applications," stated Justin Marston, CEO of BlueSpace. "By
leveraging the unique capabilities of Solaris with Trusted
Extensions and the Sun Ray desktop we were able to bring a much
needed solution to this market in record time."
Edward Bryant, Technical Director at UCDMO, commented, "I see
the BlueSpace application taking advantage of the multi-level
capabilities of currently deployed multi-level clients, and this
is a critical capability needed to meet information sharing
requirements."
In addition to TransMail Trusted Edition, Sun and BlueSpace are
collaborating on the BlueSpace Trusted Client Framework (TCF)
which significantly reduces the time and effort to create multi-
level applications. The TCF enables "mashups" of data and
applications running at multiple security levels into a single
user experience without sacrificing confidentiality or requiring
expensive cross-domain management, certification and
accreditation processes.
Klaus Weidner, Principal Consultant at Atsec (a Common Criteria
Testing Laboratory in the US) commented that, "The Trusted
Client Framework uses a core trusted component which connects
mutually isolated, single-level application services to provide
what appears to the user to be an integrated multi-level
application. This makes it feasible to pursue a high assurance
level with minimized security testing and accreditation
footprint."
Under the expanded partnership, Sun will resell TransMail
Trusted Edition and the two companies will work together
collaboratively and with other Sun Partners on sales, marketing,
services and support.
About Sun Microsystems
Headquartered in Santa Clara, California, Sun Microsystems Inc.
(NASDAQ: SUNW) -- http://www.sun.com/-- provides network
computing infrastructure solutions that include computer
systems, data management, support services and client solutions
and educational services. It sells networking solutions,
including products and services, in most major markets worldwide
through a combination of direct and indirect channels.
Sun Microsystems conducts business in 100 countries around the
globe, including Brazil, Argentina, India, Hungary, United
Kingdom, Singapore, among others.
* * *
Sun Microsystems Inc. carries Moody's Investors Service's "Ba1"
probability of default and long-term corporate family ratings
with a stable outlook. The ratings were placed on Sept. 22,
2006, and Sept. 22, 2005, respectively.
Sun Microsystems also carries Standard & Poor's Ratings
Services' "BB+" long-term foreign and local issuer credit
ratings, which were placed on March 5, 2004, with a stable
outlook.
=============
B E R M U D A
=============
MONTPELIER RE: Names Christopher Harris as Chief Exec. Officer
--------------------------------------------------------------
Montpelier Re Holdings Ltd. has appointed Christopher L. Harris
as chief executive officer, effective July 1, 2008.
Mr. Harris joined Montpelier in 2002, shortly after the
company's formation, as Chief Actuary and was later named Chief
Underwriting and Risk Officer in 2006, and President, effective
Jan. 1, 2008. Mr. Harris has 18 years of industry experience in
a variety of underwriting, actuarial and risk management
positions. Mr. Harris succeeded Anthony Taylor who, as
previously announced, will assume the role of Executive Chairman
until December 2009.
Commenting on the appointment, Mr. Taylor said: "Chris has
demonstrated that he is a truly talented insurance leader who
has not only a full understanding of underwriting strategy and
portfolio and risk management but also an astute strategic mind.
Chris was a key player in leading us through an admittedly tough
period following the hurricanes of 2005 and has positioned the
Company well to take advantage of opportunities ahead. He was
the obvious choice to lead Montpelier going forward."
The company further announced that Mr. Harris has entered into a
new Service Agreement effective July 1, 2008, which secured his
services as President and chief executive officer for three
years, and which may be extended thereafter by mutual agreement.
Pursuant to its succession plan the Company announced a number
of other promotions, also effective July 1, 2008, including the
appointments of David Sinnott as chief underwriting officer and
Timothy Aman as chief risk officer.
Mr. Sinnott joined Montpelier's Bermuda office in 2002 and has
been the company's Chief Reinsurance Officer since May 2005. He
has 25 years of reinsurance underwriting, risk management and
capital markets experience. Prior to joining Montpelier, Mr.
Sinnott worked for PartnerRe, Tempest Reinsurance, General Re
and Morgan Stanley.
Mr. Aman joined Montpelier in August 2007 as a Senior Vice
President and risk management officer. As chief risk officer he
will assume responsibility for all risk management activities
across the Montpelier Group. He has 19 years of actuarial, cat
modeling, risk management, reinsurance broking and underwriting
experience. Prior to joining Montpelier, Mr. Aman spent 11
years at Guy Carpenter, most recently as Managing Director for
the Latin America & Caribbean region.
In addition, it was announced that Paul Larrett will assume the
role of Chief Treaty Underwriter of Montpelier Reinsurance Ltd.,
the company's Bermuda based underwriting subsidiary, effective
July 1, 2008.
Mr. Larrett joined Montpelier's Bermuda operations in October
2003 and was responsible for underwriting the Company's
specialty treaty account. He has 17 years of industry
experience including previous employment at Danish Re,
Copenhagen Re and Wellington Syndicates Ltd.
Commenting on the appointments of Messrs. Sinnott, Aman and
Larrett, Mr. Harris said: "These appointments highlight the
depth of our management team and provide the Company with solid
underwriting and risk management leadership as we look to
further build on our successes."
About Montpelier Re Holdings
Headquartered in Bermuda, Montpelier Re Holdings Ltd. --
http://www.montpelierre.bm-- through its operating subsidiary
Montpelier Reinsurance Ltd., provides customized, innovative,
and timely reinsurance and insurance solutions to the global
market. The company has operations in the United States and
Europe.
* * *
To date, Montpelier Re Holdings holds A.M. Best's "bb+"
subordinated debt rating and "bb" preferred stock rating.
MONTPELIER RE: S&P Says Ratings Unaffected by Executive Hirings
---------------------------------------------------------------
Standard & Poor's Ratings Services said that its ratings on
Montpelier Re Holdings Ltd. (NYSE:MRH; BBB/Negative/--) and its
operating subsidiary, Montpelier Reinsurance Ltd., are
unaffected by future appointments of a new Chief Executive
Officer, other management executives, and the appointment of a
new Chief Financial Officer.
The company's President, Chief Underwriting Officer, and Chief
Risk Officer, Christopher L. Harris, will succeed Anthony Taylor
as CEO effective July 1, 2008. Mr. Harris will remain on as
President, but the company will have a new chief underwriting
officer and chief risk officer also effective in the beginning
of July.
It was previously announced that Mr. Taylor would relinquish his
role as CEO sometime after June 30, 2008. Mr. Taylor is
expected to remain with the company as Executive Chairperson of
the Board until December 2009.
Separately, the company announced on March 11, 2008, that the
company's group controller, Michael Paquette, will succeed
Kernan V. Oberting as chief financial officer, effective May 1,
2008. Mr. Oberting, through his newly established investment
advisory company, will continue to provide corporate finance,
asset allocation, and investment advisory services to MRH until
2010.
The transitioning management team factor is already captured in
the existing outlook and is mitigated by the continued
relationship of both Mr. Taylor and Mr. Oberting with MRH.
Headquartered in Bermuda, Montpelier Re Holdings Ltd. --
www.montpelierre.bm -- through its operating subsidiary
Montpelier Reinsurance Ltd., provides customized, innovative,
and timely reinsurance and insurance solutions to the global
market. The company has operations in the United States and
Europe.
* * *
To date, Montpelier Re Holdings holds A.M. Best's "bb+"
subordinated debt rating and "bb" preferred stock rating.
SECURITY CAPITAL: Posts US$1.1 Billion Net Loss in 4th Qtr. 2007
----------------------------------------------------------------
Security Capital Assurance Ltd reported results for the three-
month and full-year periods ended Dec. 31, 2007. The net loss
in the fourth quarter of 2007 was US$1,197.9 million versus net
income of US$35.8 million in the fourth quarter of 2006. For the
full-year 2007, the company reported a net loss of US$1,224.5
million versus net income of US$117.4 million, or US$2.18 per
diluted share, for the full-year 2006. As of Dec. 31, 2007, the
company had total shareholders' equity of US$427.1 million and
common shareholders' equity of US$180.5 million.
"The extraordinary and rapid deterioration in U.S. residential
mortgage- related credits led us to incur record levels of case
reserves in the fourth quarter of last year," said Security
Capital's president and chief executive officer, Paul S.
Giordano. "We are continuing to explore our strategic options
to generate or raise capital and improve our ratings. In the
interim, we are in the process of realigning our cost structure
to reflect the current business conditions and have made the
strategic decision to cease writing new business for a period of
time to preserve capital."
For the fourth quarter of 2007, the company had an operating
loss of US$678.1 million compared to operating income of US$37.1
million for the fourth quarter of 2006. For the full-year 2007,
the operating loss was US$530.3 million compared to operating
income of US$141.9 million for the full year 2006. The fourth
quarter and full-year 2007 operating losses were primarily due
to the US$651.5 million net case loss provision associated with
the CDO of ABS portfolio and the US$37.2 million net case loss
provision that was incurred during the fourth quarter for HELOC
and CES transactions. The fourth quarter 2007 net case loss
provisions totaling US$9.5 million, associated with the
company's third party reinsurance business, also contributed to
the operating loss.
The weighted average diluted number of shares used in the "per
share" calculations was 64,169,788 for the fourth quarter and
64,150,375 for the year ended Dec. 31, 2007. This compared to
weighted average diluted shares of 64,237,292 for the fourth
quarter and 53,718,326 for the year ended Dec. 31, 2006.
Weighted average diluted shares were higher for the full year
2007 because Security Capital was a public company for the
entire twelve months of 2007 compared to only five months in
2006.
Mark-to-Market and Case Loss Provisions:
The net loss during the quarter was primarily due to a US$518.8
million unrealized mark-to- market adjustment on financial
guarantee obligations executed in credit derivative form, and
additional net case loss provisions of US$698.2 million. The
unrealized mark-to-market adjustment is attributable to
significant changes in the estimated fair value of the company's
credit derivative exposures since the quarter ended Sept. 30,
2007.
The gross case loss reserve provisions of US$838.6 million,
US$651.5 million net of reinsurance, are related to thirteen of
Security Capital's high grade multi-sector CDO of ABS
transactions. Reinsurance from various subsidiaries of XL
Capital Ltd. and other reinsurers with respect to these CDO of
ABS transactions is expected to result in a US$187.1 million
recoverable. In addition, the company recorded a gross case
loss provision of US$216.7 million relating to insured HELOC and
CES transactions. Reinsurance from XL Capital Ltd. and other
reinsurers with respect to these HELOC and CES transactions is
expected to result in a US$179.5 million recoverable, which
would reduce this amount to a net loss provision of US$37.2
million. The US$9.5 million net case loss provision in the
company's third party reinsurance business represents a full-
limit loss, and was associated with two related transactions in
the international transportation sector.
Cash Flow from Operations:
For the twelve months ended Dec. 31, 2007, net cash flow from
operations was US$285.5 million compared to US$393.5 million in
the comparable twelve month period in 2006. The decline was
driven by upfront insurance premiums received, which decreased
by approximately US$55.4 million for the full-year 2007 compared
to the full-year 2006.
Holding Company Liquidity:
As of Dec. 31, 2007, Security Capital Assurance Ltd., on a stand
alone basis, had total assets of US$434.1 million and total
liabilities of US$7.1 million. Cash and cash equivalents were
US$23.5 million while investments in subsidiaries were US$409.5
million. Common and preference share dividends paid to
shareholders were US$13.5 million for 2007 versus US$1.3 million
for 2006. The increase in dividends was primarily due to the
issuance of US$250 million of the Security Capital's Series A
Preference Shares in April of 2007. Common dividends were also
higher in 2007 versus 2006 because the company paid four
quarterly dividends in 2007 versus one quarterly dividend in
2006.
Election Not to Declare Common and Preference Share Dividends:
Security Capital's board of directors elected not to declare
either a quarterly dividend with respect to its common shares or
a semi-annual dividend with respect to the SCA Series A
Preference Shares. The company expects that this election by
the company's board of directors will reduce cash outflow by
approximately US$9.9 million for the period ended March 31,
2008. Any future dividends will be subject to the discretion and
approval of the board of directors, applicable law and
regulatory requirements.
Update on Recent Events
Ratings Actions:
During the fourth quarter of 2007, developments in the creditz
and mortgage markets had a material adverse impact on the
insured portfolios and business, results of operations, and
financial condition throughout the financial guarantee insurance
industry, including Security Capital. As a result, the rating
agencies have updated their analyses and ratings models for the
industry. Based on their revised analysis, the following
actions were taken with respect to Security Capital and its
subsidiaries, XL Capital Assurance Inc., XL Capital Assurance
(UK) Limited and XL Financial Assurance Ltd.
On March 4, 2008, Moody's Investors Service announced that it
placed the "A3" (Negative outlook) insurance financial strength
ratings of XL Capital Assurance Inc., XL Capital Assurance (UK)
and XL Financial Assurance Ltd. on review for downgrade.
Previously, on Feb. 7, 2008, Moody's downgraded the IFS ratings
of XL Capital Assurance Inc., XL Capital Assurance (UK), and XL
Financial Assurance Ltd. from "Aaa" to "A3" (Negative Outlook).
On Feb. 25, 2008, Standard & Poor's downgraded the "AAA"
financial strength, financial enhancement and issuer credit
ratings of XL Capital Assurance Inc., XL Financial Assurance
Ltd. and XL Capital Assurance (UK) to "A-" (CreditWatch with
negative implications). On Jan. 23, 2008, Fitch Ratings
downgraded the insurer financial strength ratings of XL Capital
Assurance Inc., XL Financial Assurance Ltd. and XL Capital
Assurance (UK) to "A" (Rating Watch Negative) from "AAA."
The company's capital position has been determined by the rating
agencies to be insufficient to maintain its historic triple-A
ratings. It requires additional capital, which may not be
available or may be available only on unfavorable terms. The
IFS ratings downgrades have, and will likely continue to have,
material adverse effects on Security Capital's business,
including that, at the current time, the company has temporarily
suspended writing substantially all new business.
10-K Update:
In the company's filing with the Securities and Exchange
Commission on Feb. 29, 2008, for an extension of the due date to
file its 10-K, the company indicated that its independent
auditors were evaluating whether their opinion on the financial
statements would include a "going concern" explanatory
paragraph. The company expects to file it's Annual Report on
Form 10-K today, March 17, 2008.
Security Capital expects that the company's independent
auditors' opinion will not contain a going concern explanatory
paragraph. The company also expects that such opinion will be
unqualified, but will include an explanatory paragraph
highlighting the company's decision to cease writing new
business at the present time.
Current Strategic Options and Plan
The company previously announced on March 3, 2008, as a result
of recent developments, Security Capital retained Goldman Sachs
& Co. as a financial advisor to assist the company in evaluating
strategic alternatives, including raising new capital,
structuring reinsurance solutions and negotiating the
commutation or restructuring of certain of the company's
financial guarantee obligations.
Security Capital has also engaged Rothschild, Inc. to assist the
company with a comprehensive review of all strategic options.
The company has been exploring various strategic options with
its advisors and have been in consultation with its regulators
and the rating agencies regarding the various strategies under
consideration.
While Security Capital continues to evaluate the elements of the
strategic plan with its advisors and regulators, the key
elements of the strategic plan primarily include:
-- Generating capital for rating agency purposes by not
writing new business for a period of time pending
clarification of the company's strategic options;
-- Pursuing the commutation, restructuring or settlement of
certain obligations insured or reinsured, particularly
with the company's CDO counterparties, in order to
mitigate uncertainty around such exposure and generate
capital for rating agency purposes;
-- Exploring the commutation, restructuring or settlement of
ceded reinsurance or other arrangements for Security
Capital's benefit to generate capital for rating agency
purposes or improve the company's liquidity position;
-- Seeking to raise new capital from third parties under more
favorable conditions than exist at the present time; and
-- Examining ways to restructure the company's business to
facilitate the creation or raising of capital by the
actions described above or by other means.
There can be no assurance that the company's current strategic
plan will not evolve or change over time, will be successfully
implemented or will address the requirements of the rating
agencies.
Termination of Seven Credit Default Swap Contracts. On Feb. 22,
2008, and March 6, 2008, the company issued notices terminating
seven Credit Default Swap contracts with a certain counterparty
under which the company had agreed to make payments to the
counterparty on the occurrence of certain credit events
pertaining to particular CDOs of ABS referenced in the
agreements. The company issued each of the termination notices
on the basis of the counterparty's repudiation of certain
contractual obligations under each of the agreements. The
company has been advised by the counterparty that it disputes
the effectiveness of the terminations. The company intends to
vigorously enforce the terminations. The notional amount of the
Credit Default Swap contracts at Dec. 31, 2007, aggregated
US$3.1 billion before reinsurance (US$3 billion after
reinsurance). For the year ended Dec. 31, 2007, the company
recorded a charge of US$632.3 million relating to these Credit
Default Swap contracts of which US$204.9 million represents a
net unrealized loss and is reflected in the company's
consolidated statement of operations in the section captioned
"Net realized and unrealized losses on credit derivatives" and
US$427.4 million represents the provision of case basis reserves
for losses and loss adjustment expenses and is reflected in the
company's consolidated statement of operations in the section
captioned, "Net losses and loss adjustment expenses."
Adjusted Gross Premiums:
The company has temporarily suspended writing substantially all
new business. Accordingly, the description of adjusted gross
premiums and premiums written is historical and is not
indicative the company's ability to generate similar results in
the future.
Security Capital's adjusted gross premiums, in the fourth
quarter of 2007 declined 21% to US$155.6 million from US$197.2
million in the fourth quarter of 2006. During the fourth quarter
of 2007, United States public finance adjusted gross premiums
increased to US$66.4 million, compared to US$14.4 million in the
fourth quarter of 2006. The increase was primarily due to
strong premium generation associated with credit enhancing
municipal transactions previously insured by other financial
guarantors. The company's top-five public finance transactions
insured during the quarter generated adjusted gross premiums of
US$26.6 million. U.S. structured finance adjusted gross premiums
declined by 79% to US$23.1 million in the fourth quarter of 2007
from US$107.6 million in the fourth quarter of 2006. Security
Capital's structured finance volume declined significantly
during the quarter due to general credit market conditions
combined with the rating agency rating actions that began during
the fourth quarter of 2007. These events led to significantly
less liquidity in the structured markets during the fourth
quarter of 2007 and continue to impact the market in 2008.
Additionally, several large transactions that closed in the
fourth quarter of 2006 in the global infrastructure,
collateralized debt obligation and specialized risk sectors were
not repeated in the fourth quarter of 2007. International
adjusted gross premiums decreased 12% to US$66.2 million in the
fourth quarter of 2007 versus US$75.2 million in the fourth
quarter of 2006. This decrease was mostly due to the closing
of several large transportation infrastructure and utility
transactions in key markets abroad during the fourth quarter of
2006 that were not repeated in the fourth quarter of 2007.
Adjusted gross premiums for the twelve months ended Dec. 31,
2007, was US$549.1 million compared to US$556.1 million in 2006,
representing a decrease of 1% for the year. Adjusted gross
premiums in the primary insurance segment fell 7% to US$478.6
million from US$514.1 million while the reinsurance segment's
adjusted gross premiums increased 68% to US$70.5 million in 2007
up from US$41.9 million in 2006. The increase in the
reinsurance segment's adjusted gross premiums was primarily
associated with international business growth.
Total Premiums Written and Net Premiums Written
Total premiums written, which are comprised of gross premiums
written and reinsurance premiums assumed, declined 31% to
US$91.9 million in the fourth quarter of 2007 versus US$133.6
million in the fourth quarter of 2006. During 2007, total
premiums written were US$378.3 million, 8% lower than the
premiums written during the year in 2006, which totaled US$409
million. Total premiums written fell in the fourth quarter of
2007 primarily due to a decrease in "upfront" premium business
derived from several large International transactions written
during the fourth quarter of 2006, which were not repeated in
the fourth quarter of 2007. Upfront premium transactions
represented nearly 55% of total premiums written in the fourth
quarter of 2007, versus approximately 78% in the fourth quarter
of 2006.
Net premiums written, which comprise total premiums written less
ceded premiums written, decreased 38% to US$74 million in the
fourth quarter of 2007 compared to US$119.4 million in the
fourth quarter of 2006. Net premiums written decreased 23% to
US$306.1 million in the twelve months ended Dec. 31, 2007,
compared to US$395.9 million of net premiums written in the
twelve months ended Dec. 31, 2006.
Net Premiums Earned:
Net premiums earned increased 29% in the fourth quarter of 2007
to US$57 million compared to US$44.3 million in the fourth
quarter of 2006. Net premiums earned include accelerated
premiums from refundings. Refunding premiums increased 44% to
US$2.6 million in the fourth quarter of 2007, compared to US$1.8
million in the fourth quarter of 2006. Core net premiums
earned, a non-GAAP measure which excludes refunding premiums,
increased 28% to US$54.3 million in the fourth quarter of 2007
from US$42.5 million in the fourth quarter of 2006.
For the full-year ended Dec. 31, 2007, net premiums earned
increased 18% to US$215.7 million compared to US$183.1 million
for the full-year ended Dec. 31, 2006. Refunding premiums
declined 46% to US$14.7 million in 2007 compared to US$27.4
million in 2006. There were two large refundings that occurred
in the second quarter of 2006 that were not repeated in 2007.
Core net premiums earned, which excludes refunding premiums,
increased 29% to US$201 million in 2007 from US$155.7 million in
the prior full-year period.
The increase in earned premiums was primarily due to the
company's larger back book of business in U.S. Public Finance
and certain parts of Structured Finance in 2007 versus 2006.
Earned premiums from the reinsurance segment also contributed to
the increase in earned premiums.
Net Losses and Loss Adjustment Expenses
Net losses and loss adjustment expenses were US$710.9 million in
the fourth quarter of 2007, compared to US$3.6 million in the
fourth quarter of 2006. The increase was due to case loss
provisioning which totaled US$1,064.8 million gross, and
US$698.2 million net of reinsurance. The case loss provisions
are associated with thirteen CDO of ABS transactions, five HELOC
transactions and one CES transaction that experienced credit
deterioration during the fourth quarter of 2007. There were
also net case loss provisions associated with the company's
third party reinsurance business which totaled US$9.5 million
and was associated with two related reinsured international
transportation securitizations. This US$9.5 million net case
loss provision represents a full-limit loss.
For the twelve months ended Dec. 31, 2007, net losses and loss
adjustment expenses were US$720.5 million as compared to US$15
million in the comparable 2006 period.
Through Dec. 31, 2007, the company paid claims aggregating
US$7.5 million on its guarantees of obligations supported by
three HELOCs, US$5 million of which relates to transactions for
which it established a case basis reserve at Dec. 31, 2007. For
the full year 2007 and through Feb. 15, 2008, the company paid
claims aggregating US$39.2 million, US$28.4 million of which
relates to transactions for which it established a case basis
reserve at Dec. 31, 2007. There were no paid claims in 2006.
Operating Expenses:
Net operating expenses in the fourth quarter of 2007 were
US$22.7 million, a 4% decrease compared to US$23.6 million
in operating expenses for the same period in 2006. The decrease
was primarily due to an US$11.1 million reduction in
compensation expenses partially offset by higher legal and
consulting expenses incurred during the quarter. Operating
expenses for the twelve months ended Dec. 31, 2007, were US$98.9
million and represented a US$19.9 million increase, or 25%, over
2006. The increase in operating expenses is primarily due to
Security Capital being a public holding company for five months
in 2006 as compared to a full twelve months in 2007.
Corporate expenses, which are included in operating expenses and
are associated with Security Capital being a public holding
company, were US$6.4 million in the fourth quarter of 2007
versus US$3.6 million in the comparable period in 2006. The
increase was associated with higher legal and consulting
expenses, which were partially offset by lower executive
management compensation costs. Corporate expenses for the full-
year 2007 were US$18.9 million compared with US$6.4 million for
the full-year 2006.
Acquisition Costs:
Acquisition costs were US$7.8 million for the fourth quarter of
2007, a US$4.6 million increase over the comparable period in
2006. For the year, acquisition costs were US$20 million, an
increase of US$3.7 million, or 23%, as compared to 2006. The
increase in acquisition costs in the fourth quarter of 2007 was
primarily due to the acceleration of previously deferred costs
due to the loss provisions established on six HELOC and CES
transactions. The increase in the full-year costs was due to
the acceleration of previously deferred costs, as well as higher
premium taxes resulting from growth in the company's in-force
business. Acquisition costs in the reinsurance segment were
US$1.8 million higher in the fourth quarter of 2007 versus the
fourth quarter of 2006 due to higher earned premiums from
reinsurance during the current quarter, and higher associated
expense amortization.
Income Tax Expense:
Income tax expense increased in the fourth quarter of 2007 to
US$25.6 million versus US$0.6 million in the fourth quarter of
2006. For the full year, the company's income tax expense
increased to US$16.4 million versus US$3.1 million in the prior
full year. This increase was primarily due to a full write-down
of the company's net deferred tax asset due to cumulative net
operating losses in its XL Capital Assurance Inc. subsidiary.
Net Investment Income:
Net investment income for the fourth quarter of 2007 was US$32.7
million, representing an increase of 32% from US$24.7 million in
the comparable period of 2006. For the year, net investment
income was US$120.7 million, an increase of US$43 million, or
55%, as compared to 2006. The increase in full year investment
income was attributable to higher invested asset balances and
higher average book yields. Average invested assets increased
to US$2.6 billion in the fourth quarter of 2007 compared to
US$2.1 billion in the fourth quarter of 2006. The increase was
due to positive operating cash flow, income reinvestment and the
investment of US$247 million of net proceeds associated with the
issuance of the SCA Series A Preference Shares in the second
quarter of 2007. Its average book yield increased to 4.93% in
the fourth quarter of 2007 compared to 4.65% in the fourth
quarter of 2006 as a result of the investment of operating,
financing and investment cash flows at higher interest rates.
Balance Sheet:
Due to the significant case loss provisioning that occurred
during the fourth quarter of 2007, the company's gross loss
reserves, including unallocated loss reserves, increased to
US$1,253.1 million at year-end 2007, from US$178.5 million at
the prior year-end. Gross case loss reserves were US$1,141.7
million at year-end, versus US$85.4 millionat the end of 2006,
while net case loss reserves were US$709.4 million versus
US$14.5 million, respectively. The difference between gross
case loss reserves and net case loss reserves are amounts that
the company expects to recover under various reinsurance
contracts. Net unallocated loss reserves totaled US$92.9
million at the year-end of 2007 versus US$75.4 million at the
year-end of 2006.
As of Dec. 31, 2007, total assets were US$3.604 billion, up 44%
from US$2.497 billion in total assets as of Dec. 31, 2006. Book
value, as measured by common shareholders' equity, decreased to
US$180.5 million as of Dec. 31, 2007, from US$1.367 billion at
the end of 2006. Book value attributable to common shareholders
per share was US$2.81 as of Dec. 31, 2007, versus US$21.31 at
Dec. 31, 2006. The company's total shareholder equity as of
Dec. 31, 2007, was US$427.1 million.
Security Capital's adjusted book value, was US$1.501 billion as
of Dec. 31, 2007, versus US$2.448 billion as of Dec. 31, 2006.
Adjusted book value is a non-GAAP financial measure defined as
shareholders' equity (book value), plus the after-tax value of
deferred premiums, net of prepaid reinsurance premiums and
deferred acquisition costs, plus the after-tax net present value
of estimated future installment premiums in force discounted at
7%.
Book value and adjusted book value per share as of Dec. 31,
2007, were based on the company's issued and outstanding shares
of 64,169,788. This compares to 64,136,364 shares outstanding
as of year-end 2006.
About Security Capital Assurance Ltd.
Security Capital Assurance Ltd. (NYSE: SCA) --
http://www.scafg.com-- is a Bermuda-domiciled holding company
whose primary operating subsidiaries, XL Capital Assurance Inc.
and XL Financial Assurance Ltd, provide credit enhancement
and protection products to the public finance and structured
finance markets throughout the United States and
internationally.
* * *
As reported in the Troubled Company Reporter-Latin America on
Feb. 8, 2008, Moody's Investors Service downgraded the
provisional rating on senior debt to (P)Baa3 from (P)Aa3,
provisional rating on subordinated debt to (P)Ba1 from
(P)A1 and preference shares to Ba2 from A2, for Security Capital
Assurance Ltd.
TYCO INT'L: Taps Arun Nayar as Senior Vice President & Treasurer
----------------------------------------------------------------
Tyco International Ltd. has appointed Arun Nayar as the
company's new Senior Vice President and Treasurer. Mr. Nayar
will be based in Princeton, New Jersey, and report to Chief
Financial Officer Christopher Coughlin.
"We are pleased to welcome Arun to our team," said Mr. Coughlin.
"Arun brings a wealth of financial leadership skills and
experience to Tyco and a proven track record as a global
financial executive."
Mr. Nayar joins Tyco from Pepsico, Inc., where he most recently
served as Chief Financial Officer of Operations, and prior to
that as Vice President and Assistant Treasurer for its Capital
Markets group. His career in finance spans more than 35 years
and includes 11 years at the engineering company ABB Ltd. and 11
years at Westinghouse Electric Corporation. Prior to that, he
was an audit manager with Arthur Andersen LLP in Saudia Arabia.
Mr. Nayar began his career as an audit clerk at Hays Allan, an
accounting firm in London, England. He received his bachelor's
degree in Economics from India's University of Delhi, India and
is a chartered accountant.
Based in Pembroke, Bermuda, Tyco International Ltd. (NYSE: TYC)
-- http://www.tyco.com/-- provides security, fire protection
and detection, valves and controls, and other industrial
products and services to customers in four business segments:
Electronics, Fire & Security, Healthcare, and Engineered
Products & Services. With 2007 revenue of US$18 billion, Tyco
employs approximately 118,000 people worldwide. In Latin
America, Tyco has presence in Argentina, Brazil, Chile, Costa
Rica, Ecuador, Honduras, and the Bahamas.
Effective June 29, 2007, Tyco International Ltd. completed the
spin-offs of Covidien and Tyco Electronics, formerly its
Healthcare and Electronics businesses, respectively, into
separate, publicly traded companies in the form of a
distribution to Tyco shareholders.
* * *
As reported in the Troubled Company Reporter on Dec. 21, 2007,
in its annual report for the year ended Sept. 28, 2007, Tyco
said that on Nov. 8, 2007, The Bank of New York delivered to the
company a notice of events of default. The notice claims that
the actions taken by the company in connection with its
separation into three public entities constitute events of
default under certain indentures.
===========
B R A Z I L
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AMBAC FINANCIAL: Closes US$1 Bln Public Offering of Common Stock
----------------------------------------------------------------
Ambac Financial Group Inc. completed its US$1.155 billion public
offering of 171,111,111 shares of common stock, par value
US$0.01 per share, at US$6.75 per share. Ambac also placed
14,074,074 shares of common stock in a private placement for
US$95 million with two financial institutions.
In addition, Ambac also completed its US$250 million public
offering of 5 million equity units, with a stated amount of
US$50 per unit. The equity units carry a total distribution rate
of 9.5%. The threshold appreciation price of the equity units
is US$7.97 which represents a premium of approximately 18% over
the concurrent public offering price of Ambac's common stock of
US$6.75 per share.
"We were able to execute a significant capital raise in a very
challenging market," Michael Callen, chairman and CEO of Ambac
Financial Group, commented. "For this, we are thankful to our
investors and other market participants for their strong
support. Throughout this process, we remained focused on our
ultimate goal of safe-guarding and protecting our triple-A
franchise. This is a critical milestone in our plan to restore
market confidence in our financial strength. The current market
environment offers an excellent opportunity for Ambac to
capitalize on its long-standing relationships in many sectors."
Ambac intends to contribute the net proceeds from these
offerings to its insurance company subsidiary Ambac Assurance
Corporation in order to increase its capital position, less
approximately
US$100 million, which it intends to retain at Ambac to provide
incremental holding company liquidity to pay principal and
interest on its indebtedness, to pay its operating expenses and
to pay dividends on its capital stock.
Proceeds from the settlement of the purchase contracts forming a
part of the equity units, in May 2011, will be used to repay
US$142.5 million of the company's debt maturing Aug. 1, 2011, to
the extent that the cash proceeds of such settlement are
sufficient for such repayment. The remaining proceeds will be
retained at Ambac. Proceeds from the settlement of the purchase
contracts will not be used to repurchase common stock.
Credit Suisse Securities (USA) LLC, Citigroup Global Markets
Inc., Banc of America Securities LLC and UBS Investment Bank
were joint book-running managers, and Keefe Bruyette & Woods
Inc., Dresdner Kleinwort Securities LLC, BNY Capital Markets
Inc. and KeyBanc Capital Markets Inc. were co-managers, for the
common stock offering.
Credit Suisse Securities (USA) LLC, Citigroup Global Markets
Inc., Banc of America Securities LLC and UBS Investment Bank
were joint book-running managers, and Keefe Bruyette & Woods
Inc. was also a co-manager, for the equity units offering.
Sandler O'Neill + Partners L.P. served as independent financial
advisor to Ambac with respect to these offerings.
About Ambac Financial
Based in New York City, Ambac Financial Group, Inc. is a holding
company whose affiliates provide financial guarantees and
financial services to clients in both the public and private
sectors around the world. The company has operations in Brazil.
For the nine months ended Sept. 30, 2007, Ambac reported net
income of US$26 million. As of Sept. 30, 2007, Ambac had
shareholders' equity of approximately US$5.65 billion.
* * *
On Jan. 18, Fitch Ratings downgraded Ambac to double-A after the
insurer put off plans to raise equity capital.
As reported by the Troubled Company Reporter on Jan. 17, 2008,
Moody's Investors Service placed the Aaa insurance financial
strength ratings of Ambac Assurance Corporation and Ambac
Assurance UK Limited on review for possible downgrade. In the
same rating action, Moody's also placed the ratings of the
holding company, Ambac Financial Group, Inc. (senior debt at
Aa2), and related financing trusts on review for possible
downgrade. Moody's stated that this rating action follows
Ambac's announcement of record losses, a capital raising plan,
and the retirement of its CEO.
BRASIL TELECOM: Management Renumeration Voting Is Set Tomorrow
--------------------------------------------------------------
Brasil Telecom S.A. and Brasil Telecom Participacoes S.A.
disclosed to the market the proposal for the total remuneration
of the companies' management, which will be voted in their
respective Extraordinary General Shareholders' Meetings to be
held tomorrow, March 18, 2008.
The proposal is available in the Companies' headquarters since
the publication of the Shareholders Meetings' Summons Notices,
on Jan. 31, 2008.
About Brasil Telecom
Headquartered in Brasilia, Brazil, Brasil Telecom Participacoes
SA -- http://www.brasiltelecom.com.br-- is a holding company
that conducts substantially all of its operations through its
wholly owned subsidiary, Brasil Telecom SA. The fixed-line
telecommunications services offered to the company's customers
include local services, including all calls that originate and
terminate within a single local area in the region, as well as
installation, monthly subscription, measured services, public
telephones and supplemental local services; intra-regional
long-distance services, which include intrastate and interstate
calls; interregional and international long-distance services;
network services, including interconnection and leasing; data
transmission services; wireless services, and other services.
* * *
To date, Brasil Telecom carries Moody's Investors Service's Ba1
senior unsecured and credit default swap ratings.
BRASKEM SA: Sets Shareholders' General Meeting for March 26
-----------------------------------------------------------
Braskem S.A. informed its shareholders of the Ordinary and
Extraordinary General Meetings on March 26, 2008, 10:00 a.m., at
the company's headquarters located at Rua Eteno, 1.561, Polo
Petroquimico, Municipality of Camacari, State of Bahia.
The purpose of the meeting is to consider these items:
I) ORDINARY GENERAL MEETING
1) Review, discussion and voting on the Management Report
and respective Managers' Accounts and Financial
Statements, enclosing Notes regarding the fiscal year
ended at Dec. 31, 2007;
2) Approval of a Capital Budget contained in the 2008/2014
Business Plan, which justifies the proposal for
allocation of the company's results;
3) Approval of the allocation of the results for the
fiscal year ended at Dec. 31, 2007, including a
proposal for dividend distribution;
4) Election of the members of the Board of Directors;
5) Election of the members of the Fiscal Board; and
6) Determination of the aggregate yearly compensation of
the managers and the members of the Fiscal Board;
II) EXTRAORDINARY GENERAL MEETING
Ratification of the transaction involving purchase of
control of the petrochemical assets of the Ipiranga Group,
as deliberated by the Board of Directors of the company on
March 18, 2007, the implementation of which has been
widely disclosed, and was completed on Feb. 27, 2008, in
compliance with the provisions in article 256 of
Law 6404/76.
Braskem (BOVESPA: BRKM5; NYSE: BAK; LATIBEX: XBRK) --
http://www.braskem.com.br/-- is a thermoplastic resins
producer in Latin America, and is among the three largest
Brazilian-owned private industrial companies. The company
operates 13 manufacturing plants located throughout Brazil, and
has an annual production capacity of 5.8 million tons of resins
and other petrochemical products. The company reported
consolidated net revenues of about US$9 billion in the trailing
twelve months through Sept. 30, 2007.
* * *
As reported in the Troubled Company Reporter-Latin America on
Jan. 17, 2008, Fitch Ratings affirmed the 'BB+' foreign and
local currency issuer default ratings of Braskem S.A. Fitch
also affirmed the 'BB+' ratings on the company's senior
unsecured notes 2008, 2014, and senior unsecured notes 2017.
COMPANHIA SIDERURGICA: Fitch Sees 2008 as Record Year for Firm
--------------------------------------------------------------
Against a backdrop of rising iron ore prices, Brazilian steel
producers should maintain high profit margins relative to their
global peers during 2008, according to Fitch Ratings. Brazilian
steel companies enjoy important competitive advantages,
including modern production facilities, close proximity to
sources of iron ore and a highly concentrated domestic market,
which limits competition based upon prices. Additionally, the
Brazilian steel industry benefits from barriers to entry from
imported steel due to the logistical challenges of transporting
steel to and within Brazil, as Brazilian steel producers own or
have privileged access to large steel distributors.
According to Fitch's Latin America Corporates Group Director,
Anita Saha, "The strategic sourcing of raw material inputs
serves as a competitive advantage for steelmakers in the current
environment of unusually high commodity prices, and Brazilian
steel producers are particularly well-positioned in this
regard."
Producers that are not backwards-integrated into either coal or
iron ore are facing margin pressure in 2008 as coal and iron ore
prices are expected to increase by nearly 100% and 65%,
respectively. Iron ore and coking coal account for more than
one-third of a typical integrated steelmakers' cost of goods
sold. Non-integrated producers of steel are also under cost
pressure due to high prices for energy and metallic inputs, such
as scrap and direct reduction pellets. Globally, steel
producers are counting on high demand for steel products and low
inventory levels to enable them to pass price increases on to
customers in order to maintain profit margins.
According to the Brazilian Steel Institute, steel consumption in
Brazil is expected to increase about 10%-15% in 2008 to reach 23
million tons, supported by strong demand from the civil
construction, automobile and domestic appliance sectors. This
level of growth is consistent with Fitch's expectation that
economic growth in Brazil will be in excess of 4% during 2008
and 2009. Additionally, steel producers in Brazil have already
obtained or are currently negotiating price increases of about
10% for domestic sales.
If steel demand in Brazil meets expectations, producers may be
able to obtain further price increases later on in the year.
However, should global prices slide and trade become more
difficult, Brazilian companies could be challenged to match 2007
profit margins as about one-third of the country's total steel
sales volume comes from exports.
Companhia Siderurgica Nacional:
Relative to other steel producers within Brazil and throughout
the world, Brazilian flat steel producer Companhia Siderurgica
Nacional is poised to have a record year due to continued high
steel prices and incremental earnings from iron ore sales. The
is self-sufficient in iron ore due to its ownership of the Casa
de Pedra mine, one of the world's largest high-quality iron ore
bodies.
Companhia Siderurgica is investing approximately US$2.8 billion
to expand its iron ore mining capacity to 75 million tons in
2012 and 85 million tons in 2013 from about 20 million tons
currently, making it one of the largest iron ore producers.
Beginning in 2008, the company's iron ore sales are expected to
increase to more than 30 million tons, resulting in annual
incremental EBITDA of about US$1.2 billion in 2008 and US$1.7
billion in 2009.
Usinas Siderurgicas de Minas Gerais:
Usinas Siderurgicas de Minas Gerais (aka. Usiminas), a flat
steel producer that is owned by a group of Brazilian and
Japanese industrial and financial entities, has followed
Compahia Siderurgica Nacional's lead into iron ore. The company
reached an agreement in February 2008 to purchase J. Mendes, a
group of Brazilian iron ore mining companies, for up to US$1.9
billion, depending on the size and quality of the mines'
reserves. In the short-term, the company will still incur iron
ore cost increases for much of its consumption. However, in the
more intermediate-term, Usiminas stands to benefit from higher
iron ore prices as the J. Mendes acquisition will allow the
company to become self-sufficient in iron ore within several
years and thus less reliant on higher cost, third-party sources.
Additionally, J. Mendes produces about 6,000,000 tons of iron
ore which will continue to be sold under existing contracts to
third parties, providing the company with a partial hedge
against the iron ore cost increase.
Usiminas plans to invest approximately US$750 million to develop
transportation infrastructure and increase production at the J.
Mendes mines to 29 million tons of iron ore by 2013, essentially
providing the company with all of its iron ore needs on a hedged
basis, as the company's Ipatinga steel mill will continue to
purchase iron ore from Companhia Vale do Rio Doce due to its
location in Minas Gerais and transportation constraints. The
company's iron ore export sales will offset the cost of the ore
purchased from this local source. With efficient and modern
production facilities and proximity to iron ore supplies, the
company is expected to continue to enjoy high EBITDA margins
relative to global steel producers of about 33% as it expands
its steel production capacity to 12.7 million tons by 2012, from
9,000,000 tons currently.
Gerdau SA:
Gerdau S.A. produces both long and flat steel via the mini-mill
and integrated steel production processes. Mini-mills use
primarily scrap metal as an input to produce steel. The company
enjoys privileged access to numerous local scrap suppliers, but
also remains reliant on various third-party sources for most of
its iron ore supplies. But unlike other large Brazilian steel
mills, Gerdau's integrated steel mill, Ouro Branco, is not
completely dependent on Vale for its iron ore supplies. The
mill purchases ore from many small mines in the region and
receives shipments quickly by truck and train due to its
location in the southern state of Minas Gerais. The company
also has mining rights under Companhia Paraibuna de Metais. The
Paraibuna mines enhance and diversify Gerdau's iron ore supply
chain as they are close to the Ouro Branco mill. Currently
about 2.5 million tons per year, or 30% of the iron ore consumed
at the company's Ouro Branco mill, comes from these internal
sources.
In 2008, Gerdau's mines are expected to supply 45% of the iron
ore consumed by Ouro Branco and, with investments of US$120
million, to provide 80% of the iron ore supply by 2011.
Consistent with the other Brazilian steelmakers, Gerdau remains
well-positioned vis-a-vis its global peers to withstand input
cost pressures and maintain high EBITDA margins of 22%.
ArcelorMittal Brasil:
ArcelorMittal Brasil also produces both flat and long steel at
its Brazilian operating subsidiaries ArcelorMittal Tubarao and
ArcelorMittal Belgo, respectively. Unlike the other large
Brazilian steel producers, Tubarao does not own any iron ore
mines and relies on third-party sources, primarily Vale, for its
iron ore supplies. This dependency is somewhat offset by the
advantage of being in close proximity to iron ore supplies.
However, Tubarao operates modern efficient production facilities
with a low cost structure relative to its global peers and
generates significant export revenues from the sale of high
quality steel slabs and hot-rolled products.
Both Tubarao and Belgo benefit from the scale, expertise and
financial resources of parent company ArcelorMittal, the world's
largest steel producer, and will also likely maintain high
profit margins versus their global peers during 2008.
About Companhia Siderurgica
Headquartered Sao Paolo, Brazil, Companhia Siderurgica Nacional
S.A. -- http://www.csn.com.br/-- produces, sells, exports and
distributes steel products, like hot-dip galvanized sheets, tin
mill products and tinplate. The company also runs its own iron
ore, manganese, limestone and dolomite mines and has strategic
investments in railroad companies and power supply projects.
The group also operates in Brazil, Portugal and the U.S.
* * *
As reported in the Troubled Company Reporter-Latin America on
Dec. 27, 2007, Standard & Poor's Ratings Services revised its
outlook on Brazil-based steel maker Companhia Siderurgica
Nacional and related entity National Steel S.A. to positive from
stable. At the same time, Standard & Poor's affirmed its 'BB'
corporate credit rating on CSN and its 'B+' rating on NatSteel.
CYRELA BRAZIL: Net Income Rises 74.2% to BRL422 Million in 2007
---------------------------------------------------------------
Cyrela Brazil Realty S.A. Empreendimentos e Participacoes
reported its results for the fourth quarter and year 2007. The
financial and operational information herein, except where
otherwise indicated, is presented in BR GAAP and in Brazilian
reais (BRL) and comparisons refer to the same period in 2006.
2007 Highlights
Launches: BRL 5,393.1 million (increase of 84.9%);
Pre-Sales Contracts: BRL 4,391.9 million (increase of 129.3%);
Net Revenue: BRL 1,707.3 million (increase of 52.9%);
Gross Profit: BRL 703.2 million (increase of 49.1%);
Gross Margin: 41.2 % (vs. 42.2% in 2006);
EBITDA: BRL 390.6 million (increase of 57.2%);
EBITDA Margin: 22.9 % (vs. 22.3% in 2006);
Net Income: BRL 422.1 million (increase of 74.2%)
Net Margin: 24.7% (vs. 21.7% in 2006).
Headquartered in Sao Paulo, Brazil, Cyrela Brazil Realty S.A.
Empreendimentos e Participacoes --
http://www.brazilrealty.com.br/-- is the most complete company
of the Brazilian real estate market, acting as a residential
real estate developer in 14 Brazilian states and in Argentina;
it also operates in the construction and real estate brokerage
segments. The company is listed on the Bovespa's Novo Mercado
under the ticker CYRE3.
* * *
As reported in the Troubled Company Reporter-Latin America on
July 17, 2007, Standard & Poor's Ratings Services assigned its
'BB' rating to the 10-year unsecured and unsubordinated notes
denominated in Brazilian reals and payable in US dollars, in the
aggregate amount of BRL500 million, issued by Cyrela Brazil
Realty S.A. Empreendimentos e Participacoes. At the same time,
S&P affirmed its 'BB' long-term corporate credit rating and its
'brAA-' Brazil National Scale corporate credit rating on Cyrela,
and its 'brAA-' issue rating on the company's seven-year
Brazilian reais BRL500 million debentures. S&P said the outlook
is stable.
In July 2007, Fitch Ratings assigned a Foreign and Local
Currency Issuer Default Rating 'BB' to Cyrela Brazil Realty S.A.
Empreendimentos e Participacoes. Fitch also assigned a rating
of 'BB' to its issuance of approximately BRL500 million real-
denominated unsecured notes due 2017, with payments of the notes
in U.S. dollars based on prevailing exchange rate of Reals per
U.S. dollar. Proceeds of the issuance will be used to acquire
land and launch new developments, to provide more customer
financing, to pay debt, and also for other general corporate
purposes. Fitch's outlook is stable.
DRAKE MGMT: May Liquidate US$2.7-Bil. Global Opportunities Fund
---------------------------------------------------------------
Drake Management LLC may shut and liquidate its US$2.7 billion
Drake Global Opportunities fund -- its largest hedge fund,
various reports say.
In an 11-page letter to investors dated March 12, Drake said it
would continue to restrict redemptions or allow clients to shift
assets to a new fund, Bloomberg News says. Drake said it "would
seem more probable that the market disruptions we have
experienced will not abate in the short term, but will instead
continue for some time."
Katherine Burton and Tom Cahill at Bloomberg News report that
Drake blocked most redemptions in December after the fund
declined 25% last year. Drake oversaw about US$13 billion in
total for clients at the end of 2007, Bloomberg says.
According to The Wall Street Journal, citing a person familiar
with the situation, Drake also is likely to stop investor
withdrawals from its two other hedge funds, including its
US$1.5 billion Drake Absolute, which fell 14.4% in 2007 and was
down 5% this year as of the end of February.
Bloomberg's Ms. Burton and Mr. Cahill, citing a year-end report
sent to investors, relate that Drake lost much of its money last
year from bad bets on U.S. Treasuries, as well as Japanese bonds
and stocks in developed markets. The fund manager borrowed
about US$12 for every US$1 of net assets as of Dec. 31.
Bloomberg relates that Global Opportunities investors who choose
to go to the new fund could opt for two share classes --
investors would pay fees of 1.5% of assets and 20% of profits,
and would agree to stay in the fund for a year, although they
could exit earlier by paying a penalty of as much as 10%; or
investors could charge fees of 1.5% of assets and 15% of gains,
but wouldn't have the option of redeeming early.
Drake would have to make up investors' losses from the previous
fund before charging performance fees, according to Bloomberg.
Drake spokesman Shawn Pattison declined to comment, Bloomberg
relates.
Bloomberg notes that hedge funds with more than US$5.4 billion
have been forced to liquidate or sell assets since Feb. 15 as
contagion from the U.S. subprime slump spreads. Those funds
include Peloton Partners LLP's US$1.8 billion ABS Fund, Tequesta
Capital Advisor's mortgage fund and Focus Capital Investors LLC,
which invested in midsize Swiss companies.
Amsterdam, The Netherlands-based Global Opportunities (GO)
Capital Asset Management B.V. on Tuesday also blocked investor
withdrawals until March 2009. GO Capital has about US$870
million of assets under management, focusing on European shares.
The Journal says GO Capital has been reducing its investments in
certain small-capitalization stocks but found it increasingly
hard to find buyers for its positions, which was driving down
prices.
Frans van Schaik, a founding partner at GO Capital, explained
suspension of redemptions was a pre-emptive measure to safeguard
the interests of the fund's investors, the Journal reports. Mr.
van Schaik said the fund isn't leveraged and isn't facing margin
calls, the Journal says.
New York-based Drake is an investment advisor registered with
the Securities and Exchange Commission, specializing in active
fixed income strategies. The firm was founded in May 2001 with
the goal of delivering attractive risk-adjusted returns for
substantial investors worldwide. Founded by Anthony Faillace
and Steve Luttrell, who both previously worked at New York-based
BlackRock and Pacific Investment Management Co. in Newport
Beach, California, Drake began managing assets in January 2002.
Drake currently manages more than US$10 billion.
With more than 100 professionals, Drake has offices in Tokyo,
Japan; Miami, Florida; Sao Paulo, Brazil; and Istanbul, Turkey.
FIAT SPA: FPT Unit Acquires Tritec Motors' Plant from Chrysler
--------------------------------------------------------------
Fiat Powertrain Technologies, a unit of Fiat S.p.A., signed an
agreement with Chrysler LLC to take over full ownership of the
Tritec Motors plant located in Campo Largo, in the metropolitan
region of Curitiba.
The purchase includes the facilities, the manufacturing unit,
the production lines and the license to produce the current
range of products. Total investment in this initiative will
amount to BRL250 million (EUR83 million) including further
development costs.
In addition to acquiring one of the world's most modern engine
factories, FPT also announced that the Campo Largo manufacturing
unit will produce a new range of mid-size gasoline and flex-fuel
engines. This product will be developed jointly by the
Engineering Centers in Betim and Torino, working together with
staff at the Campo Largo plant.
The acquisition of this plant by FPT – FIAT Powertrain
Technologies will create approximately 500 direct jobs and 1,500
indirect jobs, thus contributing significantly to economic
growth in the city of Campo Largo, the local industrial district
and the entire state of Parana.
"Acquiring the Campo Largo manufacturing facility will enable us
to reach two main strategic goals: first, to attract an even
larger number of non-captive customers for this product,"
Alfredo Altavilla, FPT CEO, said. "Secondly, to widen our
product portfolio, offering a new extremely modern and
competitive product range."
"The announcement is great news and provides a stable future for
Tritec under the ownership of Fiat Powertrain Technologies,"
said Chrysler Vice Chairman and President Tom LaSorda.
Headquartered in Auburn Hills, Michigan, Chrysler LLC --
http://www.chrysler.com/-- a unit of Cerberus Capital
Management LP, produces Chrysler, Jeep(R), Dodge and Mopar(R)
brand vehicles and products. The company has dealers worldwide,
including Canada, Mexico, U.S., Germany, France, U.K.,
Argentina, Brazil, Venezuela, China, Japan and Australia.
About Fiat S.p.A.
Headquartered in Turin, Italy, Fiat S.p.A. --
http://www.fiatgroup.com/-- is one of the largest industrial
groups in Italy and the fourth largest European-based automobile
manufacturer, with revenues of EUR33.4 billion in the first nine
months of 2005. Fiat's creditors include Banca Intesa, Banca
Monte dei Paschi di Siena, Banca Nazionale del Lavoro,
Capitalia, Sanpaolo IMI, and UniCredito Italiano.
Fiat operates in Argentina, Australia, Austria, Belgium, Brazil,
Bulgaria, China, Czech Republic, Denmark, France, Germany,
Greece, Hungary, India, Ireland, Italy, Japan, Lituania,
Netherlands, Poland, Portugal, Romania, Russia, Singapore,
Spain, among others.
* * *
To date, Fiat S.p.A. and its subsidiaries carry Ba3 Corporate
Family and Senior Unsecured Ratings from Moody's Investors
Service, which said the outlook is positive.
The company carries Standard & Poor's Ratings Services' BB long-
term corporate credit rating. The company also carries S&P's B
short-term rating. S&P said the outlook is stable.
FIAT SPA: John Elkann Takes Over as Editrice La Stampa Chairman
---------------------------------------------------------------
The board of directors of Editrice La Stampa S.p.A., a unit of
Fiat S.p.A., has elected John Elkann as Chairman, replacing
Sergio Pininfarina.
The Chairman and the Board thank Sergio Pininfarina, who seats
as a life Senator at Italy's Senate, for his contribution to the
Company.
Luigi Vanetti, at present General manager of Editrice La Stampa,
was asked to join the Board of the publishing house as a
director.
Separately, the Board of Directors of ITEDI, the holding company
that encompasses the Publishing operations and the Communication
activities of Fiat Group and is chaired by John Elkann, has
named Luigi Vanetti as CEO and Director General.
About Fiat S.p.A.
Headquartered in Turin, Italy, Fiat S.p.A. --
http://www.fiatgroup.com/-- is one of the largest industrial
groups in Italy and the fourth largest European-based automobile
manufacturer, with revenues of EUR33.4 billion in the first nine
months of 2005. Fiat's creditors include Banca Intesa, Banca
Monte dei Paschi di Siena, Banca Nazionale del Lavoro,
Capitalia, Sanpaolo IMI, and UniCredito Italiano.
Fiat operates in Argentina, Australia, Austria, Belgium, Brazil,
Bulgaria, China, Czech Republic, Denmark, France, Germany,
Greece, Hungary, India, Ireland, Italy, Japan, Lituania,
Netherlands, Poland, Portugal, Romania, Russia, Singapore,
Spain, among others.
* * *
To date, Fiat S.p.A. and its subsidiaries carry Ba3 Corporate
Family and Senior Unsecured Ratings from Moody's Investors
Service, which said the outlook is positive.
The company carries Standard & Poor's Ratings Services' BB long-
term corporate credit rating. The compay also carries B short-
term rating. S&P said the outlook is stable.
GENERAL MOTORS: Wants to Take Tools If Plastech Stops Delivery
--------------------------------------------------------------
General Motors Corporation seeks relief from the automatic stay
under Section 362(d) of the U.S. Bankruptcy Code to allow it to
recover certain equipment in the event Plastech Engineered
Products, Inc., and its debtor-affiliates fail to produce
component parts for GM vehicles.
General Motors has provided to the Debtors via bailment, certain
supplies, materials, tools, jigs, dies, gauges, fixtures, molds,
patterns, equipment and other items to enable the Debtors to
manufacture parts unique to GM's vehicles.
On Feb. 12, 2007, and January 22, 2008, Plastech entered into
Financial Accommodation Agreements with GM and other major
customers. Under the Agreements, GM provided significant
accommodations to Plastech, including a payment of US$11,500,000
beyond GM's otherwise existing contractual obligations to the
company. In exchange, Plastech agreed to grant immediate
possessory rights to tooling paid by the Major Customers.
GM did not disclose the value of tooling in the Debtors'
possession that it had paid for.
Scott A. Wolfson, Esq., at Honigman Miller Schwartz and Cohn
LLP, in Detroit, Michigan, informs the U.S. Bankruptcy Court for
the Eastern District of Michigan that GM has strongly supported
Plastech through financial and other accommodations, and will
continue its discussions with Plastech and others in pursuit of
the Debtors' efforts to emerge from Chapter 11 as competitive,
viable suppliers or, if a reorganization is not possible, to
effectuate an orderly wind-down, respectful of the interests of
all customers and other constituents.
However, the uncertainties confronting Plastech are self-
evident, Mr. Wolfson avers. He notes that Plastech has only
obtained a limited amount and duration of its debtor-in-
possession loan and has already advised GM that it plans to
close four facilities where GM component parts are made.
According to Mr. Wolfson, GM must prepare for contingencies and
circumstances in which Plastech cannot or otherwise fails to
deliver components to GM on a timely basis, thereby placing GM's
assembly operations in jeopardy with consequential prejudice and
actual harm to GM, its over 100,000 employees and those persons
and entities who rely upon and engage in business with GM.
Mr. Wolfson asserts that GM's request for a lifting of the stay
under Section 362(d) is necessary so that GM could prepare for
resourcing in the event that Plastech is no longer able to
provide GM with the parts it needs for its manufacturing
processes.
"As the Court has recognized, any failure by Plastech to supply
component parts to a major customer such as GM would result in
disruptions to assembly lines within hours, which would be
followed by layoffs and substantial damages," Mr. Wolfson
states.
Mr. Wolfson notes that:
-- In its ruling on a motion from relief from stay filed by
Chrysler, LLC, the Court recognized that Plastech has no
equity in the tooling by virtue of certain tooling
acknowledgments to which Chrysler and GM were both
parties; and
-- Granting GM's request will not adversely affect any
reasonable likelihood of Plastech's pursuit of a
successful conclusion to its Chapter 11 cases. GM
proposes that modification of the automatic stay be only
allowed when Plastech is either (i) by its own statement
or actions, unwilling or (ii) unable to continue to
supply specific component parts under the terms of
governing purchase orders, as a result of which the
certain tooling will be unnecessary to future prosecution
of the Chapter 11 cases.
GM asks the Court to enter an order allowing it to enforce its
non-bankruptcy rights in state court to:
(1) recover possession of all Tooling associated with a
rejected Production Purchase Order immediately upon the
rejection of any Production Purchase Order;
(2) recover possession of all Tooling associated with a
facility that Debtors notify GM of their intent to close;
(3) recover possession of all Tooling upon the expiration of
financing for Debtors in the absence of a final, non-
appealable order approving further financing for the
Debtors; and
(4) recover possession of all Tooling associated with a
Component Part in the event Debtors are unable to supply
GM its requirements of that Component Part under the
terms of the Production Purchase Orders.
About Plastech Engineered
Based in Dearborn, Michigan, Plastech Engineered Products, Inc.
-- http://www.plastecheng.com/-- is full-service automotive
supplier of interior, exterior and underhood components. It
designs and manufactures blow-molded and injection-molded
plastic products primarily for the automotive industry.
Plastech's products include automotive interior trim, underhood
components, bumper and other exterior components, and cockpit
modules. Plastech's major customers are General Motors, Ford
Motor Company, and Toyota, as well as Johnson Controls, Inc.
Plastech is a privately held company and is the largest family-
owned company in the state of Michigan. The company is
certified as a Minority Business Enterprise by the state of
Michigan. Plastech maintains more than 35 manufacturing
facilities in the midwestern and southern United States. The
company's products are sold through an in-house sales force.
The company and eight of its affiliates filed for Chapter 11
protection on Feb. 1, 2008 (Bankr. E.D. Mich. Lead Case No. 08-
42417). Gregg M. Galardi, Esq., at Skadden Arps Slate Meagher &
Flom LLP, and Deborah L. Fish, Esq., at Allard & Fish, P.C.,
represent the Debtors in their restructuring efforts. The
Debtors chose Jones Day as their special corporate and
litigation counsel. Lazard Freres & Co. LLC serves as the
Debtors' investment bankers, while Conway, MacKenzie & Dunleavy
provide financial advisory services. The Debtors also employed
Donlin, Recano & Company as their claims and noticing agent.
An Official Committee of Unsecured Creditors has been appointed
in the Debtors' cases.
As of Dec. 31, 2006, the company's books and records
reflected assets totaling US$729,000,000 and total liabilities
of US$695,000,000. (Plastech Bankruptcy News, Issue No. 11;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
About General Motors
Headquartered in Detroit, Michigan, General Motors Corp. (NYSE:
GM) -- http://www.gm.com/-- was founded in 1908. GM employs
about 266,000 people around the world and manufactures cars and
trucks in 35 countries, including the United Kingdom, Germany,
France, Russia, Brazil and India. In 2007, nearly 9.37 million
GM cars and trucks were sold globally under the following
brands: Buick, Cadillac, Chevrolet, GMC, GM Daewoo, Holden,
HUMMER, Opel, Pontiac, Saab, Saturn, Vauxhall and Wuling. GM's
OnStar subsidiary is the industry leader in vehicle safety,
security and information services.
* * *
As reported in the Troubled Company Reporter-Latin America on
Feb. 28, 2008, Fitch Ratings affirmed the Issuer Default
Rating of General Motors at 'B', with a Rating Outlook Negative.
As reported in the Troubled Company Reporter on Nov. 9, 2007,
Moody's Investors Service affirmed its rating for General Motors
Corporation (B3 Corporate Family Rating, Ba3 senior secured,
Caa1 senior unsecured and SGL-1 Speculative Grade Liquidity
rating) but changed the outlook to Stable from Positive. In an
environment of weakening prospects for US auto sales GM has
announced that it will take a non-cash charge of US$39 billion
for the third quarter of 2007 related to establishing a
valuation allowance against its deferred tax assets in the US,
Canada and Germany.
As reported in the Troubled Company Reporter on Oct. 23, 2007,
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating and other ratings on General Motors Corp. and
removed them from CreditWatch with positive implications, where
they were placed Sept. 26, 2007, following agreement on the new
labor contract. The outlook is stable.
GERDAU SA: Well-Positioned for Iron Ore Price Hike, Fitch Says
--------------------------------------------------------------
Against a backdrop of rising iron ore prices, Brazilian steel
producers should maintain high profit margins relative to their
global peers during 2008, according to Fitch Ratings. Brazilian
steel companies enjoy important competitive advantages,
including modern production facilities, close proximity to
sources of iron ore and a highly concentrated domestic market,
which limits competition based upon prices. Additionally, the
Brazilian steel industry benefits from barriers to entry from
imported steel due to the logistical challenges of transporting
steel to and within Brazil, as Brazilian steel producers own or
have privileged access to large steel distributors.
According to Fitch's Latin America Corporates Group Director,
Anita Saha, "The strategic sourcing of raw material inputs
serves as a competitive advantage for steelmakers in the current
environment of unusually high commodity prices, and Brazilian
steel producers are particularly well-positioned in this
regard."
Producers that are not backwards-integrated into either coal or
iron ore are facing margin pressure in 2008 as coal and iron ore
prices are expected to increase by nearly 100% and 65%,
respectively. Iron ore and coking coal account for more than
one-third of a typical integrated steelmakers' cost of goods
sold. Non-integrated producers of steel are also under cost
pressure due to high prices for energy and metallic inputs, such
as scrap and direct reduction pellets. Globally, steel
producers are counting on high demand for steel products and low
inventory levels to enable them to pass price increases on to
customers in order to maintain profit margins.
According to the Brazilian Steel Institute, steel consumption in
Brazil is expected to increase about 10%-15% in 2008 to reach 23
million tons, supported by strong demand from the civil
construction, automobile and domestic appliance sectors. This
level of growth is consistent with Fitch's expectation that
economic growth in Brazil will be in excess of 4% during 2008
and 2009. Additionally, steel producers in Brazil have already
obtained or are currently negotiating price increases of about
10% for domestic sales.
If steel demand in Brazil meets expectations, producers may be
able to obtain further price increases later on in the year.
However, should global prices slide and trade become more
difficult, Brazilian companies could be challenged to match 2007
profit margins as about one-third of the country's total steel
sales volume comes from exports.
Companhia Siderurgica Nacional:
Relative to other steel producers within Brazil and throughout
the world, Brazilian flat steel producer Companhia Siderurgica
Nacional is poised to have a record year due to continued high
steel prices and incremental earnings from iron ore sales. The
is self-sufficient in iron ore due to its ownership of the Casa
de Pedra mine, one of the world's largest high-quality iron ore
bodies.
Companhia Siderurgica is investing approximately US$2.8 billion
to expand its iron ore mining capacity to 75 million tons in
2012 and 85 million tons in 2013 from about 20 million tons
currently, making it one of the largest iron ore producers.
Beginning in 2008, the company's iron ore sales are expected to
increase to more than 30 million tons, resulting in annual
incremental EBITDA of about US$1.2 billion in 2008 and US$1.7
billion in 2009.
Usinas Siderurgicas de Minas Gerais:
Usinas Siderurgicas de Minas Gerais (aka. Usiminas), a flat
steel producer that is owned by a group of Brazilian and
Japanese industrial and financial entities, has followed
Compahia Siderurgica Nacional's lead into iron ore. The company
reached an agreement in February 2008 to purchase J. Mendes, a
group of Brazilian iron ore mining companies, for up to US$1.9
billion, depending on the size and quality of the mines'
reserves. In the short-term, the company will still incur iron
ore cost increases for much of its consumption. However, in the
more intermediate-term, Usiminas stands to benefit from higher
iron ore prices as the J. Mendes acquisition will allow the
company to become self-sufficient in iron ore within several
years and thus less reliant on higher cost, third-party sources.
Additionally, J. Mendes produces about 6,000,000 tons of iron
ore which will continue to be sold under existing contracts to
third parties, providing the company with a partial hedge
against the iron ore cost increase.
Usiminas plans to invest approximately US$750 million to develop
transportation infrastructure and increase production at the J.
Mendes mines to 29 million tons of iron ore by 2013, essentially
providing the company with all of its iron ore needs on a hedged
basis, as the company's Ipatinga steel mill will continue to
purchase iron ore from Companhia Vale do Rio Doce due to its
location in Minas Gerais and transportation constraints. The
company's iron ore export sales will offset the cost of the ore
purchased from this local source. With efficient and modern
production facilities and proximity to iron ore supplies, the
company is expected to continue to enjoy high EBITDA margins
relative to global steel producers of about 33% as it expands
its steel production capacity to 12.7 million tons by 2012, from
9,000,000 tons currently.
Gerdau SA:
Gerdau S.A. produces both long and flat steel via the mini-mill
and integrated steel production processes. Mini-mills use
primarily scrap metal as an input to produce steel. The company
enjoys privileged access to numerous local scrap suppliers, but
also remains reliant on various third-party sources for most of
its iron ore supplies. But unlike other large Brazilian steel
mills, Gerdau's integrated steel mill, Ouro Branco, is not
completely dependent on Vale for its iron ore supplies. The
mill purchases ore from many small mines in the region and
receives shipments quickly by truck and train due to its
location in the southern state of Minas Gerais. The company
also has mining rights under Companhia Paraibuna de Metais. The
Paraibuna mines enhance and diversify Gerdau's iron ore supply
chain as they are close to the Ouro Branco mill. Currently
about 2.5 million tons per year, or 30% of the iron ore consumed
at the company's Ouro Branco mill, comes from these internal
sources.
In 2008, Gerdau's mines are expected to supply 45% of the iron
ore consumed by Ouro Branco and, with investments of US$120
million, to provide 80% of the iron ore supply by 2011.
Consistent with the other Brazilian steelmakers, Gerdau remains
well-positioned vis-a-vis its global peers to withstand input
cost pressures and maintain high EBITDA margins of 22%.
ArcelorMittal Brasil:
ArcelorMittal Brasil also produces both flat and long steel at
its Brazilian operating subsidiaries ArcelorMittal Tubarao and
ArcelorMittal Belgo, respectively. Unlike the other large
Brazilian steel producers, Tubarao does not own any iron ore
mines and relies on third-party sources, primarily Vale, for its
iron ore supplies. This dependency is somewhat offset by the
advantage of being in close proximity to iron ore supplies.
However, Tubarao operates modern efficient production facilities
with a low cost structure relative to its global peers and
generates significant export revenues from the sale of high
quality steel slabs and hot-rolled products.
Both Tubarao and Belgo benefit from the scale, expertise and
financial resources of parent company ArcelorMittal, the world's
largest steel producer, and will also likely maintain high
profit margins versus their global peers during 2008.
About Gerdau
Headquartered in Porto Alegre, Brazil, Gerdau SA
-- http://www.gerdau.com.br/-- produces and distributes crude
steel and related long rolled products, drawn products, and long
specialty products. In addition to Brazil, Gerdau operates in
Argentina, Canada, Chile, Colombia, Uruguay, India and the
United States.
* * *
As reported in the Troubled Company Reporter-Latin America on
Nov. 26, 2007, Moody's Investors Service affirmed Gerdau S.A.'s
Ba1 corporate family rating and stable outlook.
NORTEL NETWORKS: Realigns Biz; To Send Jobs Offshore by 2009
------------------------------------------------------------
Nortel Networks Corporation plans to abolish 2,100 jobs in the
United States and United Kingdom and relegate another 1,000 jobs
to India, China and Mexico by 2009, as part of its move to cut
costs and restructure operations, Regina Anthony of The Wall
Street Journal reports.
A greater number of the 1,000 jobs in contact center services,
managed services and consulting areas will be delegated in
India, WSJ reports.
According to various reports, Nortel recorded net losses of
US$957 million for 2007 and net loss of US$844 million in the
quarter ended December.
Wojtek Dabrowski cited that Nortel's shares slumped this week to
CA$6.45 on the Toronto Stock Exchange, the lowest since 1981.
About Nortel Networks
Headquartered in Ontario, Canada, Nortel Networks Corporation
(NYSE/TSX: NT) -- http://www.nortel.com/-- delivers next-
generation technologies, for both service provider and
enterprise networks, support multimedia and business-critical
applications. Nortel's technologies are designed to help
eliminate today's barriers to efficiency, speed and performance
by simplifying networks and connecting people to the information
they need, when they need it. Nortel does business in more than
150 countries around the world. Nortel Networks Limited is the
principal direct operating subsidiary of Nortel Networks
Corporation.
Nortel does business in more than 150 countries including
Indonesia, the United Kingdom, Denmark, Russia, Norway,
Australia, Brazil, China, Singapore, among others.
* * *
Nortel Networks Corp. still carries Moody's Investors Service's
'B3' Senior Unsecured Debt rating which was placed on March 22,
2007.
TRW AUTOMOTIVE: Earns US$56 Million in Quarter Ended December 31
----------------------------------------------------------------
TRW Automotive Holdings Corp. reported financial results for
fourth-quarter ended Dec. 31, 2007, with net earnings of
US$56 million, which compares to the prior year result of
US$33 million.
The company's full-year 2007 net earnings for the year were
US$90 million which compares to 2006 earnings of US$176 million.
"In 2007, TRW delivered solid operating results, including
record sales and outstanding cash flow, that exceeded the
business objectives set at the beginning of the year," John
Plant, president and chief executive officer, said. "Our
achievements in 2007 related to our financial performance,
together with steady expansion overseas, debt refinancing and
safety advancements have helped the company grow stronger
despite challenging industry conditions."
"We have performed remarkably well since becoming an independent
company, providing solid results to our stakeholders and
capitalizing on our position as the world's preeminent active
and passive safety systems supplier," Mr. Plant added. "Now in
2008, we are a significantly larger, more diverse enterprise
that is reaching further into the world's growing markets with a
portfolio of safety technology that is unrivaled in the
marketplace. We continue to build for the future and are
focused on moving the company forward profitably over the long
term."
Cash Flow and Capital Structure
Net cash provided by operating activities during the fourth
quarter was US$826 million, which compares to US$397 million in
the prior year period. Fourth quarter capital expenditures were
US$174 million compared to US$195 million in 2006.
For full-year 2007, net cash flow from operating activities was
US$737 million, which compares to US$649 million in the prior
year. Capital expenditures were US$513 million in 2007, which
compares to US$529 million in 2006.
Full year 2007 operating cash flow after capital expenditures,
referred to as free cash flow, was US$224 million, which
compares to US$120 million in 2006.
The company completed its debt recapitalization plan during the
second quarter of 2007, including the refinancing of its
US$2.5 billion credit facilities on May 9, 2007. Additionally,
on March 26, 2007, the company completed its US$1.5 billion
Senior Note offering and repurchased substantially all of the
existing US$1.3 billion Notes through a tender offer. The
company incurred debt retirement charges of approximately
US$155 million in 2007 related to these transactions.
As of Dec. 31, 2007, the company had US$3,244 million of debt
and US$899 million of cash and marketable securities, resulting
in net debt of US$2,345 million. This net debt outcome is
US$98 million lower than the balance at the end of 2006.
At Dec. 31, 2007, the company's balance sheet showed total
assets of US$12.29 billion, total liabilities of US$8.96 billion
and total stockholders' equity of US$3.19 billion.
About TRW Automotive Holdings
Headquartered in Livonia, Michigan, TRW Automotive Holdings
Corp. (NYSE: TRW) -- http://www.trwauto.com/-- is an automotive
supplier. Through its subsidiaries, it employs approximately
63,000 people in 25 countries, including Brazil, China, Germany
and Italy. TRW Automotive products include integrated vehicle
control and driver assist systems, braking systems, steering
systems, suspension systems, occupant safety systems (seat belts
and airbags), electronics, engine components, fastening systems
and aftermarket replacement parts and services.
* * *
TRW Automotive Holdings continues to carry Fitch Ratings' 'BB'
long term issuer default rating, which was placed in October
2004.
USINAS SIDERURGICA: To Benefit From Price Increase, Fitch Says
--------------------------------------------------------------
Against a backdrop of rising iron ore prices, Brazilian steel
producers should maintain high profit margins relative to their
global peers during 2008, according to Fitch Ratings. Brazilian
steel companies enjoy important competitive advantages,
including modern production facilities, close proximity to
sources of iron ore and a highly concentrated domestic market,
which limits competition based upon prices. Additionally, the
Brazilian steel industry benefits from barriers to entry from
imported steel due to the logistical challenges of transporting
steel to and within Brazil, as Brazilian steel producers own or
have privileged access to large steel distributors.
According to Fitch's Latin America Corporates Group Director,
Anita Saha, "The strategic sourcing of raw material inputs
serves as a competitive advantage for steelmakers in the current
environment of unusually high commodity prices, and Brazilian
steel producers are particularly well-positioned in this
regard."
Producers that are not backwards-integrated into either coal or
iron ore are facing margin pressure in 2008 as coal and iron ore
prices are expected to increase by nearly 100% and 65%,
respectively. Iron ore and coking coal account for more than
one-third of a typical integrated steelmakers' cost of goods
sold. Non-integrated producers of steel are also under cost
pressure due to high prices for energy and metallic inputs, such
as scrap and direct reduction pellets. Globally, steel
producers are counting on high demand for steel products and low
inventory levels to enable them to pass price increases on to
customers in order to maintain profit margins.
According to the Brazilian Steel Institute, steel consumption in
Brazil is expected to increase about 10%-15% in 2008 to reach 23
million tons, supported by strong demand from the civil
construction, automobile and domestic appliance sectors. This
level of growth is consistent with Fitch's expectation that
economic growth in Brazil will be in excess of 4% during 2008
and 2009. Additionally, steel producers in Brazil have already
obtained or are currently negotiating price increases of about
10% for domestic sales.
If steel demand in Brazil meets expectations, producers may be
able to obtain further price increases later on in the year.
However, should global prices slide and trade become more
difficult, Brazilian companies could be challenged to match 2007
profit margins as about one-third of the country's total steel
sales volume comes from exports.
Companhia Siderurgica Nacional:
Relative to other steel producers within Brazil and throughout
the world, Brazilian flat steel producer Companhia Siderurgica
Nacional is poised to have a record year due to continued high
steel prices and incremental earnings from iron ore sales. The
is self-sufficient in iron ore due to its ownership of the Casa
de Pedra mine, one of the world's largest high-quality iron ore
bodies.
Companhia Siderurgica is investing approximately US$2.8 billion
to expand its iron ore mining capacity to 75 million tons in
2012 and 85 million tons in 2013 from about 20 million tons
currently, making it one of the largest iron ore producers.
Beginning in 2008, the company's iron ore sales are expected to
increase to more than 30 million tons, resulting in annual
incremental EBITDA of about US$1.2 billion in 2008 and US$1.7
billion in 2009.
Usinas Siderurgicas de Minas Gerais:
Usinas Siderurgicas de Minas Gerais (aka. Usiminas), a flat
steel producer that is owned by a group of Brazilian and
Japanese industrial and financial entities, has followed
Compahia Siderurgica Nacional's lead into iron ore. The company
reached an agreement in February 2008 to purchase J. Mendes, a
group of Brazilian iron ore mining companies, for up to US$1.9
billion, depending on the size and quality of the mines'
reserves. In the short-term, the company will still incur iron
ore cost increases for much of its consumption. However, in the
more intermediate-term, Usiminas stands to benefit from higher
iron ore prices as the J. Mendes acquisition will allow the
company to become self-sufficient in iron ore within several
years and thus less reliant on higher cost, third-party sources.
Additionally, J. Mendes produces about 6,000,000 tons of iron
ore which will continue to be sold under existing contracts to
third parties, providing the company with a partial hedge
against the iron ore cost increase.
Usiminas plans to invest approximately US$750 million to develop
transportation infrastructure and increase production at the J.
Mendes mines to 29 million tons of iron ore by 2013, essentially
providing the company with all of its iron ore needs on a hedged
basis, as the company's Ipatinga steel mill will continue to
purchase iron ore from Companhia Vale do Rio Doce due to its
location in Minas Gerais and transportation constraints. The
company's iron ore export sales will offset the cost of the ore
purchased from this local source. With efficient and modern
production facilities and proximity to iron ore supplies, the
company is expected to continue to enjoy high EBITDA margins
relative to global steel producers of about 33% as it expands
its steel production capacity to 12.7 million tons by 2012, from
9,000,000 tons currently.
Gerdau SA:
Gerdau S.A. produces both long and flat steel via the mini-mill
and integrated steel production processes. Mini-mills use
primarily scrap metal as an input to produce steel. The company
enjoys privileged access to numerous local scrap suppliers, but
also remains reliant on various third-party sources for most of
its iron ore supplies. But unlike other large Brazilian steel
mills, Gerdau's integrated steel mill, Ouro Branco, is not
completely dependent on Vale for its iron ore supplies. The
mill purchases ore from many small mines in the region and
receives shipments quickly by truck and train due to its
location in the southern state of Minas Gerais. The company
also has mining rights under Companhia Paraibuna de Metais. The
Paraibuna mines enhance and diversify Gerdau's iron ore supply
chain as they are close to the Ouro Branco mill. Currently
about 2.5 million tons per year, or 30% of the iron ore consumed
at the company's Ouro Branco mill, comes from these internal
sources.
In 2008, Gerdau's mines are expected to supply 45% of the iron
ore consumed by Ouro Branco and, with investments of US$120
million, to provide 80% of the iron ore supply by 2011.
Consistent with the other Brazilian steelmakers, Gerdau remains
well-positioned vis-a-vis its global peers to withstand input
cost pressures and maintain high EBITDA margins of 22%.
ArcelorMittal Brasil:
ArcelorMittal Brasil also produces both flat and long steel at
its Brazilian operating subsidiaries ArcelorMittal Tubarao and
ArcelorMittal Belgo, respectively. Unlike the other large
Brazilian steel producers, Tubarao does not own any iron ore
mines and relies on third-party sources, primarily Vale, for its
iron ore supplies. This dependency is somewhat offset by the
advantage of being in close proximity to iron ore supplies.
However, Tubarao operates modern efficient production facilities
with a low cost structure relative to its global peers and
generates significant export revenues from the sale of high
quality steel slabs and hot-rolled products.
Both Tubarao and Belgo benefit from the scale, expertise and
financial resources of parent company ArcelorMittal, the world's
largest steel producer, and will also likely maintain high
profit margins versus their global peers during 2008.
About Usiminas
Headquartered in Minas Gerais, Brazil, Usinas Siderurgicas de
Minas Gerais SA is among the world's 20 largest steel
manufacturing complexes, with a production capacity of
approximately 10 million tons of steel. Usiminas System
companies produces galvanized and non-coated flat steel products
for the automotive, small and large diameter pipe, civil
construction, hydro-electronic, rerolling, agriculture, and road
machinery industries. Brazil consumes 80% of its products and
the company's largest export markets are the US and Latin
America. The company also sells in China and Japan.
* * *
As reported in the Troubled Company Reporter-Latin America
on Feb. 5, 2008, Moody's Investors Service assigned a Ba1 local
currency rating and an Aa1.br rating on its Brazilian national
scale to the BRL500 million non-guaranteed subordinated
debentures due 2013 to be issued by Usinas Siderurgicas de
Minas Gerais S.A. (aka Usiminas). Net proceeds from the
debentures issuance will be used to partially fund the
company's capex program. The rating outlook is stable.
As reported in the Troubled Company Reporter-Latin America
on Jan. 3, 2007, Standard & Poor's Ratings Services revised
its outlook on Brazil-based steelmaker Usinas Siderurgicas
de Minas Gerais S.A., aka Usiminas, to positive from stable.
Standard & Poor's also it affirmed its 'BB+' local and
foreign currency corporate credit ratings on Usiminas.
==========================
C A Y M A N I S L A N D S
==========================
AIDA C: Sets Final Shareholders' Meeting for March 20
-----------------------------------------------------
The Aida C Fund Limited will hold its final shareholders'
meeting on March 20, 2008, at Maples Finance Limited, Boundary
Hall, Cricket Square, George Town, Grand Cayman, Cayman Islands.
These matters will be taken up during the meeting:
1) accounting of the winding-up process; and
2) giving explanation thereof.
The Aida C's shareholders agreed on Jan. 21, 2008, 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
BEAR STEARNS: Probe to Focus on April 2007 Conference Call
----------------------------------------------------------
The investigation conducted by the office of the U.S. Attorney
for the Eastern District of New York on the collapse of Bear
Stearns High-Grade Structured Credit Strategies Master Fund,
Ltd., and Bear Stearns High-Grade Structured Credit Enhanced
Leverage Master Fund, Ltd., may focus on a conference call held
in April 2007, Kate Kelly at The Wall Street Journal reported,
citing people familiar with the matter.
Specifically, the Journal related that New York federal
prosecutors have launched an investigation into whether Ralph
Cioffi, the Funds' former manager, and his colleague, Matthew
Tannin, engaged in securities fraud by telling Fund investors
they were optimistic about the prospects for the Funds when they
worried privately about the funds' future.
The Journal related that according to insider sources, Mr.
Cioffi told investors in April 2007 that the funds were down
"just slightly" for the month. However, Mr. Cioffi released
figures in May 2007 that revealed that the Enhanced Fund was
down 23% through April, and the Leveraged Fund down to about 5%,
the Journal noted.
The Journal further related that the insider sources added that
around the same time as the April conference, Mr. Cioffi was
holding continuing discussions in internal e-mails with
colleagues about the worrisome state of the credit markets, and
"wondering aloud whether the declines in [the U.S.] subprime
securities would spell trouble for his funds."
New York prosecutors, according to the Journal, are examining
whether any disparity between Mr. Cioffi's statements during the
April 2007 conference and his internal e-mails to colleagues
could constitute fraud.
The Journal reported that in early March 2007, Mr. Cioffi took
US$2,000,000 of his own money out of the Enhanced Fund into a
third fund he also managed. According to the Journal, Mr.
Cioffi has told his associates that the money transfer, which
was approved by compliance officers at Bear Stearns Asset
Management, was intended to show confidence in the third fund.
"The Bear Stearns investigations are significant because the
collapse of the firm's two internal funds helped trigger the
credit crisis, leading other financial firms to eventually re-
price their holdings of mortgage securities," the Journal said.
In other news, the Federal Bureau of Investigation has opened
criminal inquiries into 14 companies as part of an investigation
of the subprime-mortgage crisis, which investigation is focusing
on accounting fraud, securitization of loans and insider
trading.
The Journal said that the FBI has not identified the companies
under investigation but said it is looking into allegations of
fraud in various stages of the mortgage process, from companies
that bundled the loans into securities to the banks that ended
up holding them.
The Journal noted that FBI officials involved in the
investigation have said that they are working with the U.S.
Securities and Exchange Commission, which has initiated more
than three dozen investigations in the subprime-mortgage
business, including the role of mortgage brokers, investment
banks and due diligence companies involved in the underwriting
and securitization of loans.
About Bear Stearns Funds
Grand Cayman, Cayman Islands-based Bear Stearns High-Grade
Structured Credit Strategies Enhanced Leverage Master Fund Ltd.
and Bear Stearns High-Grade Structured Credit Strategies Master
Fund Ltd. are open-ended investment companies, which sought high
income and capital appreciation relative to the London Interbank
Offered Rate, and designed for long-term investors.
On July 30, 2007, the Funds filed winding up petitions under the
Companies Law (2007 Revision) of the Cayman Islands. Simon
Lovell Clayton Whicker and Kristen Beighton at KPMG were
appointed joint provisional liquidators. The joint liquidators
filed for Chapter 15 petitions before the U.S. Bankruptcy Court
for the Southern District of New York the next day. On Aug. 30,
2007, the Honorable Burton R. Lifland denied the Funds
protection under Chapter 15 of the Bankruptcy Code.
Fred S. Hodara, Esq., Lisa G. Beckerman, Esq., and David F.
Staber, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent
the liquidators in the United States. The Funds' assets and
debts are estimated to be more than US$100,000,000 each. (Bear
Stearns Funds Bankruptcy News, Issue No. 17; Bankruptcy
Creditors' Service Inc.; http://bankrupt.com/newsstand/or
215/945-7000)
BRYN MAWR: Proofs of Claim Filing Is Until March 20
---------------------------------------------------
Bryn Mawr CLO Ltd.'s creditors have until March 20, 2008, to
prove their claims to George Bashforth and Emile Small, 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.
Bryn Mawr's shareholders agreed on Feb. 7, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.
The liquidators can be reached at:
George Bashforth and Emile Small
Maples Finance Limited
P.O. Box 1093, George Town
Grand Cayman, Cayman Islands
CEA 97A: Proofs of Claim Filing Deadline Is March 20
----------------------------------------------------
CEA 97A Limited's creditors have until March 20, 2008, to prove
their claims to Bobby Toor 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.
CEA 97A's shareholders agreed on Jan. 31, 2008, to place the
company into voluntary liquidation under The Companies Law (2004
Revision) of the Cayman Islands.
The liquidators can be reached at:
Bobby Toor and Richard Gordon
Maples Finance Limited
P.O. Box 1093, George Town
Grand Cayman, Cayman Islands
STARVEST EMERGING: Proofs of Claim Filing Is Until March 20
-----------------------------------------------------------
Starvest Emerging Markets CBO II's creditors have until
March 20, 2008, to prove their claims to Andrew Millar and Bobby
Toor, 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.
Starvest Emerging's shareholders agreed on Feb. 7, 2008, to
place the company into voluntary liquidation under The Companies
Law (2004 Revision) of the Cayman Islands.
The liquidators can be reached at:
Andrew Millar and Bobby Toor
Maples Finance Limited
P.O. Box 1093, George Town
Grand Cayman, Cayman Islands
TGM CURRENCY: Proofs of Claim Filing Deadline Is March 20
---------------------------------------------------------
TGM Currency Fund's creditors have until March 20, 2008, to
prove their claims to John Cullinane and Derrie Boggess, 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.
TGM Currency's shareholder decided on Feb. 19, 2008, to place
the company into voluntary liquidation under The Companies Law
(2004 Revision) of the Cayman Islands.
The liquidators can be reached at:
John Cullinane and Derrie Boggess
c/o Walkers SPV Limited
Walker House, 87 Mary Street
George Town, Grand Cayman, KY1-9002
Cayman Islands
Telephone: (345) 914-6305
=========
C H I L E
=========
QUEBECOR WORLD: Phillips Hager Owns 105,300 Non-Voting Shares
-------------------------------------------------------------
Phillips, Hager & North Investment Management Ltd. disclosed in
a regulatory filing with the U.S. Securities and Exchange
Commission that they maybe deemed to beneficially own 105,300
shares of Quebecor World Inc.'s common non-voting stock.
Phillips Hager's shares represents 0.12% of Quebecor World
Inc.'s 85,079,000 shares outstanding as of Sept. 30, 2007.
According to Bloomberg News, about 85,585,000 shares of QWI
common stock have been issued and outstanding as of Feb. 29,
2008. Shares of QWI have been trading hands at CA$0.20 a share
at the Toronto Stock Exchange as of the close of trading on
March 7, 2008.
About Quebecor World
Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media. It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia. In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail. In Canada it has 17
facilities in five provinces, through which it offers a mix of
printed products and related value-added services to the
Canadian market and internationally. The company has operations
in Mexico, Brazil, Colombia, Chile, Peru, Argentina and the
British Virgin Islands.
The company is an independent commercial printer in Europe with
19 facilities, operating in Austria, Belgium, Finland, France,
Spain, Sweden, Switzerland and the United Kingdom. In March
2007, it sold its facility in Lille, France. Quebecor World
(USA) Inc. is its wholly owned subsidiary.
Quebecor World and 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008. The Honorable
Justice Robert Mongeon oversees the CCAA case. Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case. Ernst & Young Inc. was appointed as Monitor.
On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. affiliates, filed for chapter
11 bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No.
08-10152). Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts. The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.
Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns. The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.
As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.
The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case. The Debtors' CCAA stay
has been extended to May 12, 2008. (Quebecor World Bankruptcy
News, Issue No. 8; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2008, Moody's Investors Service assigned a Ba2 rating
to the US$400 million super priority senior secured revolving
term loan facility of Quebecor World Inc. as a Debtor-in-
Possession. The related US$600 million super priority senior
secured term loan was rated Ba3 (together, the DIP facilities).
The RTL's better asset value coverage relative to the TL
accounts for the ratings' differential.
QUEBECOR WORLD: Has Strong Position to Survive, Teamsters Says
--------------------------------------------------------------
Quebecor World Inc.'s insolvency has made many of its European
employees nervous but those in Quebec, Canada, are confident
about the future, according to The Canadian Press.
The report relates that Union Network International, Britain's
union for graphical workers, said it's "extremely concerned and
worried at the development." On a March 4 release Tony Burke,
the union's assistant general secretary, said "A lack of
information from the company has added to employee fears." "The
only communication our members have had is a letter from the CEO
Jacques Mallette in Canada advising that the bankruptcy
protection only covers the U.S.A. and Canada and it's 'business
as usual' in its European, Asian and Latin American companies,"
The Canadian Press quoted Mr. Burke, as saying.
The Canadian Press reported that employees are confused since
Mr. Mallette blamed the bankruptcy on industry pressures,
particularly in Europe, the company's inability to raise new
capital, and inability to complete the sale of its European
operations.
Mr. Burke, according to the report, said that "The fact that the
company has failed to communicate with its own workforce and
unions has lead to speculation, rumor and uncertainty."
But the Teamsters union, which represents some 1,500 workers,
said "the mood is completely different in Quebec." The Canadian
Press quoted Teamsters as stating, "[Quebecor World] is in a
strong position to survive because of recent technological
upgrades."
The Canadian Press quoted Stephane Lacroix, director of
communications for Teamster Canada, saying, "We're reasonably
confident that we'll be [okay] at the end of this crisis."
About Quebecor World
Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media. It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia. In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail. In Canada it has 17
facilities in five provinces, through which it offers a mix of
printed products and related value-added services to the
Canadian market and internationally. The company has operations
in Mexico, Brazil, Colombia, Chile, Peru, Argentina and the
British Virgin Islands.
The company is an independent commercial printer in Europe with
19 facilities, operating in Austria, Belgium, Finland, France,
Spain, Sweden, Switzerland and the United Kingdom. In March
2007, it sold its facility in Lille, France. Quebecor World
(USA) Inc. is its wholly owned subsidiary.
Quebecor World and 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008. The Honorable
Justice Robert Mongeon oversees the CCAA case. Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case. Ernst & Young Inc. was appointed as Monitor.
On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. affiliates, filed for chapter
11 bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No.
08-10152). Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts. The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.
Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns. The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.
As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.
The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case. The Debtors' CCAA stay
has been extended to May 12, 2008. (Quebecor World Bankruptcy
News, Issue No. 8; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2008, Moody's Investors Service assigned a Ba2 rating
to the US$400 million super priority senior secured revolving
term loan facility of Quebecor World Inc. as a Debtor-in-
Possession. The related US$600 million super priority senior
secured term loan was rated Ba3 (together, the DIP facilities).
The RTL's better asset value coverage relative to the TL
accounts for the ratings' differential.
===============
C O L O M B I A
===============
GRAN TIERA: Net Loss Increases to US$8.5 Million in 2007
--------------------------------------------------------
Gran Tierra Energy Inc. reported financial and operating results
for the quarter and year ended Dec. 31, 2007.
Average oil production for the year ended Dec. 31, 2007, net of
royalties, increased 109% to 1,482 barrels of oil per day from
704 oil barrels per day in 2006. The increase in production is
due primarily to the inclusion of a full year of Colombia and
Argentina production, the commencement in the third quarter of
production from two new discovery wells in Colombia drilled
during the first half of 2007, and the commencement in the first
quarter of production from a discovery well in Argentina.
Average oil production for the fourth quarter of 2007, net after
royalties, was approximately 2,371 oil barrels per day.
Production continued growing through the fourth quarter
resulting in an exit rate of approximately 3,300 oil barrels per
day for 2007.
The average price received per barrel of oil increased 30% to
US$58.79 per barrel for 2007 from US$45.33 per barrel in 2006.
The average price of oil realized in Colombia during 2007 was
US$71.28 per barrel compared to US$51.17 per barrel in 2006. In
Argentina, the average realized price for oil during 2007 was
US$38.76 per barrel compared to US$39.41 per barrel in 2006.
Revenue and other income for 2007 was US$32.3 million, an
increase of 167% from US$12.1 million for 2006. The net loss
for 2007 was US$8.5 million compared to a net loss of US$5.8
million in 2006. The 2007 results reflect a full year of
Colombian and Argentine operating activities and the impact of
new oil production from the company's 2007 discoveries in
Colombia and Argentina. The 2007 financial results were
impacted by non-cash expenses of US$7.4 million (2006 -US$1.5
million) related to liquidated damages arising from the
company's 2006 financing and a US$3 million loss on valuation of
derivative financial instruments.
Revenue and other income for the fourth quarter ended Dec. 31,
2007, was US$16 million, a 354% increase from US$3.5 million for
the same period of 2006. Net income for the quarter was US$2.2
million as compared to a net loss of US$4 million for the same
period in 2006. The fourth quarter 2007 results reflect the
increase in the company's oil production in Colombia during the
quarter resulting from the oil discoveries in the first half of
2007.
Cash provided by operations for 2007 was US$6.2 million compared
to cash used in operations of US$0.8 million in 2006.
The company reported cash and equivalents of US$18.2 million at
2007 year end as compared to US$24.1 million at Dec. 31,
2006. Working capital decreased to US$8.1 million as compared
to US$14.5 million at the end of 2006. Shareholders' equity
increased from US$76.2 million at Dec. 31, 2006, to US$76.8
million at Dec. 31, 2007, and the company reported no
outstanding long-term debt as of year end 2007.
Externally audited oil reserves net after royalty to Gran Tierra
Energy as of Dec. 31, 2007, increased significantly from 2006
and included 6.4 million barrels of oil proved, 5,000,000 oil
barrels probable, and 5.1 million oil barrels possible, for a
total of 16.5 million oil barrels of proved, probable and
possible reserves. Reserves as of Dec. 31, 2006, were 3,000,000
oil barrels proved, 1.2 million oil barrels probable, and 2.9
million oil barrels possible, for a total of 7.1 million oil
barrels of proved, probable and possible reserves. The 2007
year end reserves do not include the impact of the positive
results from the two recently completed delineation wells in the
Costayaco oil discovery in Colombia.
Commenting on the results, President and Chief Executive Officer
of Gran Tierra Energy Inc., Dana Coffield, stated, "2007 was an
extraordinary year for Gran Tierra Energy. Dramatic oil reserve
additions resulting from drilling success on company operated
properties in Colombia and Argentina in 2007 transformed the
company from an exploration led company to a rapidly growing
exploration and production company. Gran Tierra Energy has
entered 2008 with an exciting portfolio of exploration and
development opportunities and a solid production base. The
company is the operator of all of its nine exploration and
production contracts in Colombia, seven of its eight contracts
in Argentina and both of its two contracts in Peru. Gran Tierra
Energy's 2008 capital program is focused on developing oil
reserves, growing production and increasing cash flow by
drilling six delineation and development wells. In parallel, we
will continue conducting exploration operations, with three
exploration wells budgeted for 2008 targeting additional
prospects to potentially grow our reserve base in Colombia and
Argentina, in addition to gravity and magnetic data acquisition
on our vast exploration land position in Peru."
Mr. Coffield concluded, "Our 2007 operating results have set the
company in motion to achieve our long term goal of becoming a
significant player in the international oil and gas exploration
and production arena."
About Gran Tierra Energy
Headquartered in Calgary, Canada, Gran Tierra Energy Inc.
(OTCBB: GTRE.OB) -- http://www.grantierra.com/-- is an
international oil and gas exploration and production company
with substantial interests and prospective properties in
Argentina, Colombia and Peru.
* * *
In a 10-Q filing dated Nov. 8, 2007, Gran Tierra Energy Inc.
management disclosed that the company's ability to continue as a
going concern is dependent upon obtaining the necessary
financing to acquire, explore and develop oil and natural gas
interests and generate profitable operations from its oil and
natural gas interests in the future.
The company incurred a net loss of US$10,630,571 for the nine
months ended Sept. 30, 2007, and had an accumulated deficit of
US$18,673,955 as at Sept. 30, 2007. The company expects to
incur substantial expenditures to further its capital investment
programs and the company's existing cash balance and cash flow
from operating activities may not be sufficient to satisfy its
current obligations and meet its capital investment commitments.
To provide financing for Gran Tierra's ongoing operations, the
company said it secured a US$50 million credit facility with
Standard Bank Plc on Feb. 28, 2007, which will provide
additional financing for the company's future operations. As at
Sept. 30, 2007, the company said it has not drawn-down on this
facility.
The company's intention is to build a portfolio of oil and
natural gas production, development, and exploration
opportunities using the capital raised during 2006, cash
provided by future operating activities and by using the
available credit facility. However, the company said it may
need to secure additional sources of capital to fund its future
operating activities.
SOLUTIA INC: Inks Backstopper Registration Rights Agreement
-----------------------------------------------------------
In connection with the purchase of 2,812,359 shares of New
Common Stock by certain backstop investors in the Creditor
Rights Offering, Solutia Inc. has entered into a Registration
Rights Agreement with Backstop Investors, Rosemary L. Klein,
Solutia's senior vice president, general counsel and secretary,
discloses in a regulatory filing with the U.S. Securities and
Exchange Commission.
Pursuant to the backstopper registration rights agreement,
Solutia is required to file a registration statement under the
Securities Act of 1933, as amended, to effect the registration
of the resale of the shares of new common stock issued to the
backstop investors.
Once the registration statement has been declared effective by
the SEC, Solutia must keep it effective for four years after the
later of (i) the initial effective date of the registration
statement and (ii) the effective date of its Plan of
Reorganization. In the event that the registration statement
ceases to be effective, Solutia will (i) cause a replacement
registration statement to be filed with the SEC as promptly as
practicable, (ii) have that replacement registration statement
declared effective by the SEC as promptly as practicable after
its filing, and (iii) cause that replacement registration
statement to remain continually effective and properly
supplemented and amended such that, in the aggregate, the shelf
registration statement and any replacement registration
statement will be kept effective for four years following the
first day of effectiveness of the initial shelf registration
statement.
In addition, if Solutia proposes to file certain types of
registration statements under the securities act with respect to
an offering of its equity securities at a time when the
registration statement, or a replacement, is not effective, then
Solutia is required to offer the backstop investors the
opportunity to include all or part of their shares on the
registration statement on the terms and conditions set forth in
the registration rights agreement.
The registration rights granted in the backstopper registration
rights agreement are subject to customary restrictions,
including minimums, blackout periods and, if a registration is
for an underwritten offering, limitations on the number of
shares to be included in the underwritten offering imposed by
the managing underwriter.
According to Ms. Klein, the backstopper registration rights
agreement contains customary indemnification and contribution
provisions, as well as representations and warranties by Solutia
and by the Backstop Investors. The company will be responsible
for expenses relating to the registrations contemplated by the
backstopper registration rights agreement, subject to certain
limitations.
The Backstop Investors include:
-- HIGHLAND CRUSADER HOLDING CORPORATION,
-- LONGACRE FUND MANAGEMENT,
-- MERRILL LYNCH PIERCE, FENNER & SMITH INCORPORATED,
-- GMAM INVESTMENT FUNDS TRUST II,
-- RECAP INTERNATIONAL (MASTER) LTD.,
-- INSTITUTIONAL BENCHMARK SERIES (MASTER FEEDER) LTD.,
-- SOUTHPAW ASSET MANAGEMENT LP, and
-- UBS SECURITIES LLC
About Solutia Inc.
Based in St. Louis, Missouri, Solutia Inc. (OTCBB: SOLUQ) (NYSE:
SOA-WI) -- http://www.solutia.com/-- and its subsidiaries,
engage in the manufacture and sale of chemical-based materials,
which are used in consumer and industrial applications
worldwide. Solutia has operations in Malaysia, China Singapore,
Belgium, and Colombia.
The company and 15 debtor-affiliates filed for chapter 11
protection on Dec. 17, 2003 (Bankr. S.D.N.Y. Lead Case No. 03-
17949). When the Debtors filed for protection from their
creditors, they listed US$2,854,000,000 in assets and
US$3,223,000,000 in debts.
Solutia is represented by Richard M. Cieri, Esq., Jonathan S.
Henes, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis
LLP, in New York, as lead bankruptcy counsel, and David A.
Warfield, Esq., and Laura Toledo, Esq., at Blackwell Sanders
LLP, in St. Louis Missouri, as special counsel. Trumbull Group
LLC is the Debtor's claims and noticing agent. Daniel H.
Golden, Esq., Ira S. Dizengoff, Esq., and Russel J. Reid, Esq.,
at Akin Gump Strauss Hauer & Feld LLP represent the Official
Committee of Unsecured Creditors, and Derron S. Slonecker at
Houlihan Lokey Howard & Zukin Capital provides the Creditors'
Committee with financial advice. The Official Committee of
Retirees of Solutia, Inc., et al., is represented by Daniel D.
Doyle, Esq., Nicholas A. Franke, Esq., and David M. Brown, Esq.,
at Spencer Fane Britt & Browne, LLP, in St. Louis, Missouri, and
Frank M. Young, Esq., Thomas E. Reynolds, Esq., R. Scott
Williams, Esq., at Haskell Slaughter Young & Rediker, LLC, in
Birmingham, Alabama.
On Feb. 14, 2006, the Debtors filed their Reorganization Plan &
Disclosure Statement. On May 15, 2007, they filed an Amended
Reorganization Plan and on July 9, 2007, filed a 2nd Amended
Reorganization Plan. The Bankruptcy Court approved the Debtors'
amended Disclosure Statement on Oct. 19, 2007. On Oct. 22,
2007, the Debtor re-filed a Consensual Plan & Disclosure
Statement and on Nov. 29, 2007, the Court confirmed the Debtors'
Consensual Plan. Solutia emerged from chapter 11 protection
Feb. 28, 2008. (Solutia Bankruptcy News, Issue No. 121;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Latin America on
March 5, 2008, Standard & Poor's Ratings Services raised its
corporate credit rating on Solutia Inc. to 'B+' from 'D',
following the company's emergence from bankruptcy on Feb. 28,
2008, and the implementation of its financing plan. The outlook
is stable. S&P also affirmed its 'B+' rating and '3' recovery
rating on Solutia's proposed senior secured term loan. In
addition, S&P assigned its 'B-' rating to Solutia's US$400
million unsecured bridge loan facility. S&P also withdrew its
'B-' rating on the proposed US$400 million unsecured notes,
which have been replaced by the bridge facility in Solutia's
capital structure.
SOLUTIA INC: Discloses New Board of Directors
---------------------------------------------
Nine individuals became members of Solutia Inc.'s board of
directors by operation of the Debtors' fifth amended joint plan
of reorganization:
(a) Class I Directors -- Term expiring in 2009
Robert K. DeVeer, Jr.
J. Patrick Mulcahy
Gregory C. Smith
(b) Class II Directors -- Term expiring in 2010
Eugene I. Davis
James P. Heffernan
W. Thomas Jagodinski
(c) Class III Directors -- Term expiring in 2011
William T. Monahan
Robert A. Peiser
Jeffry N. Quinn
On the effective date, five directors stepped down from the
board of directors in connection with Solutia's emergence from
Chapter 11 -- Paul H. Hatfield, Robert H. Jenkins, Frank A.
Metz, Jr., Sally G. Narodick and John B. Slaughter.
Rosemary L. Klein, Solutia Inc.'s senior vice president, general
counsel and secretary, disclosed in a regulatory filing with the
U.S. Securities and Exchange Commission that the new non-
employee members of Solutia's Board will receive a US$50,000
annual cash retainer, payable quarterly, and an annual stock
retainer of shares with a value of US$50,000 payable once a
year.
Upon joining the Board, each non-employee director will receive
a one-time grant of restricted shares with a value of
US$100,000. All shares will vest one-third annually over the
three-year period following the grant. Within five years of
joining the board, all directors are required to own and hold
Solutia's stock with a value of US$200,000, which is equal to
four years of the annual cash retainer, Ms. Klein says.
The non-employee lead director will receive an additional annual
cash retainer of US$30,000. Committee chairs will receive an
additional cash retainer of US$15,000 while other committee
members will receive an additional annual cash retainer of
US$7,500. No additional fees for attendance at regularly
scheduled meetings will be paid.
In addition, non-employee directors may participate in Solutia's
non-employee director stock compensation plan, under which
various forms of stock-based compensation could be granted at
the discretion of the executive compensation and development
committee of Solutia's Board.
A copy of the annual incentive plan, which will be effective for
the next five years, at which time Solutia's shareholders will
need to re-approve the plan or approve a new plan, is available
for free at: http://ResearchArchives.com/t/s?28fa
In a separate filing, Ms. Klein states that upon recommendation
of the ECDC, the Board has granted restricted stock units and
stock options to approximately 225 executives, managers and
directors. The grants were effective upon the effective date.
* An aggregate of 1,016,560 restricted shares and 176,800
restricted stock units, equal to 2% of total shares of new
common stock outstanding. These restricted shares and
restricted stock units will vest one-third annually over
the three-year period following the date of grant; and
* An aggregate of 3,000,000 stock options, equal to 5% of
total shares of new common stock outstanding. These
options have an exercise price of US$17.33. These will
vest one-third annually over the three-year period
following the date of grant.
About Solutia Inc.
Based in St. Louis, Missouri, Solutia Inc. (OTCBB: SOLUQ) (NYSE:
SOA-WI) -- http://www.solutia.com/-- and its subsidiaries,
engage in the manufacture and sale of chemical-based materials,
which are used in consumer and industrial applications
worldwide. Solutia has operations in Malaysia, China Singapore,
Belgium, and Colombia.
The company and 15 debtor-affiliates filed for chapter 11
protection on Dec. 17, 2003 (Bankr. S.D.N.Y. Lead Case No. 03-
17949). When the Debtors filed for protection from their
creditors, they listed US$2,854,000,000 in assets and
US$3,223,000,000 in debts.
Solutia is represented by Richard M. Cieri, Esq., Jonathan S.
Henes, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis
LLP, in New York, as lead bankruptcy counsel, and David A.
Warfield, Esq., and Laura Toledo, Esq., at Blackwell Sanders
LLP, in St. Louis Missouri, as special counsel. Trumbull Group
LLC is the Debtor's claims and noticing agent. Daniel H.
Golden, Esq., Ira S. Dizengoff, Esq., and Russel J. Reid, Esq.,
at Akin Gump Strauss Hauer & Feld LLP represent the Official
Committee of Unsecured Creditors, and Derron S. Slonecker at
Houlihan Lokey Howard & Zukin Capital provides the Creditors'
Committee with financial advice. The Official Committee of
Retirees of Solutia, Inc., et al., is represented by Daniel D.
Doyle, Esq., Nicholas A. Franke, Esq., and David M. Brown, Esq.,
at Spencer Fane Britt & Browne, LLP, in St. Louis, Missouri, and
Frank M. Young, Esq., Thomas E. Reynolds, Esq., R. Scott
Williams, Esq., at Haskell Slaughter Young & Rediker, LLC, in
Birmingham, Alabama.
On Feb. 14, 2006, the Debtors filed their Reorganization Plan &
Disclosure Statement. On May 15, 2007, they filed an Amended
Reorganization Plan and on July 9, 2007, filed a 2nd Amended
Reorganization Plan. The Bankruptcy Court approved the Debtors'
amended Disclosure Statement on Oct. 19, 2007. On Oct. 22,
2007, the Debtor re-filed a Consensual Plan & Disclosure
Statement and on Nov. 29, 2007, the Court confirmed the Debtors'
Consensual Plan. Solutia emerged from chapter 11 protection
Feb. 28, 2008. (Solutia Bankruptcy News, Issue No. 121;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Latin America on
March 5, 2008, Standard & Poor's Ratings Services raised its
corporate credit rating on Solutia Inc. to 'B+' from 'D',
following the company's emergence from bankruptcy on Feb. 28,
2008, and the implementation of its financing plan. The outlook
is stable. S&P also affirmed its 'B+' rating and '3' recovery
rating on Solutia's proposed senior secured term loan. In
addition, S&P assigned its 'B-' rating to Solutia's US$400
million unsecured bridge loan facility. S&P also withdrew its
'B-' rating on the proposed US$400 million unsecured notes,
which have been replaced by the bridge facility in Solutia's
capital structure.
SOLUTIA INC: Funding Co. to Distribute Assets Under Settlement
--------------------------------------------------------------
Solutia Inc. is the sole member of Funding Co., a special
purpose, tax-efficient, bankruptcy remote limited liability
company that was established for purposes of holding, investing
and distributing certain proceeds from the creditor rights
offering in accordance with the amended and restated Monsanto
settlement agreement.
Pursuant to Funding's limited liability company agreement,
Funding will be managed by a board of managers consisting of one
or more managers, including an independent manager, according to
Rosemary L. Klein, Solutia's senior vice president, general
counsel and secretary, in a regulatory filing with the U.S.
Securities and Exchange Commission.
Subject to certain limitations set forth in the Monsanto
settlement agreement, the Board and any individual manager
authorized by the Board will have the authority to bind Funding
in any manner expressly permitted by and in compliance with the
Monsanto Settlement Agreement, Ms. Klein says.
Funding will be dissolved upon the earlier to occur of (i) two
years after the distribution of all of Funding's assets in
accordance with the Monsanto settlement agreement, and (ii) the
entry of a decree of judicial dissolution under Section 18-802
of the Delaware Limited Liability Company Act.
On the effective date, Funding was funded with US$45,679,000 in
proceeds from the creditor rights offering remaining after the
creation and funding of the retiree trust, and US$29,321,000 for
payment of Monsanto Company's administrative expense claim. In
accordance with the terms of the Monsanto settlement agreement,
the US$45,679,000 will be made available to pay for post-
emergence remediation and cleanup costs in connection with
Shared Sites.
Monsanto Settlement Agreement
As reported in the Troubled Company Reporter on March 11, 2008,
in accordance with its fifth amended joint plan of
reorganization, Solutia Inc. entered into an amended and
restated Monsanto settlement agreement; indemnification
agreement with Pharmacia Corporation; and first amended and
restated retiree settlement agreement with certain parties,
Rosemary L. Klein, Solutia's senior vice president, general
counsel and secretary, discloses in a regulatory filing with the
U.S. Securities and Exchange Commission.
The Monsanto settlement and Pharmacia indemnity agreements
provide that Monsanto will fund post-emergence the environmental
remediation obligations and related environmental liabilities at
sites owned, operated or used by Pharmacia, but which Solutia
never owned, operated or used. Solutia and Monsanto will share
the environmental remediation obligations and related
environmental liabilities for the Anniston, Alabama, and Sauget,
Illinois offsite remediation projects, according to Ms. Klein.
Pursuant to the Monsanto Settlement Agreement, Monsanto has
agreed to assume financial responsibility for all litigation
relating to property damage, personal injury, products liability
or premises liability or other damages related to asbestos, PCB,
dioxin, and other chemicals manufactured before Solutia's spin
off from Pharmacia on Sept. 1, 1997.
Monsanto's funding of the environmental remediation activities
and the resulting claim against Solutia, which Monsanto has
asserted, are being resolved through the Plan, Ms. Klein
relates. Solutia will remain responsible for the environmental
liabilities at sites that it owned or operated after the Spin-
off.
A full-text copy of the Monsanto Settlement Agreement is
available for free at: http://ResearchArchives.com/t/s?28f6
About Solutia Inc.
Based in St. Louis, Missouri, Solutia Inc. (OTCBB: SOLUQ) (NYSE:
SOA-WI) -- http://www.solutia.com/-- and its subsidiaries,
engage in the manufacture and sale of chemical-based materials,
which are used in consumer and industrial applications
worldwide. Solutia has operations in Malaysia, China Singapore,
Belgium, and Colombia.
The company and 15 debtor-affiliates filed for chapter 11
protection on Dec. 17, 2003 (Bankr. S.D.N.Y. Lead Case No. 03-
17949). When the Debtors filed for protection from their
creditors, they listed US$2,854,000,000 in assets and
US$3,223,000,000 in debts.
Solutia is represented by Richard M. Cieri, Esq., Jonathan S.
Henes, Esq., and Michael A. Cohen, Esq., at Kirkland & Ellis
LLP, in New York, as lead bankruptcy counsel, and David A.
Warfield, Esq., and Laura Toledo, Esq., at Blackwell Sanders
LLP, in St. Louis Missouri, as special counsel. Trumbull Group
LLC is the Debtor's claims and noticing agent. Daniel H.
Golden, Esq., Ira S. Dizengoff, Esq., and Russel J. Reid, Esq.,
at Akin Gump Strauss Hauer & Feld LLP represent the Official
Committee of Unsecured Creditors, and Derron S. Slonecker at
Houlihan Lokey Howard & Zukin Capital provides the Creditors'
Committee with financial advice. The Official Committee of
Retirees of Solutia, Inc., et al., is represented by Daniel D.
Doyle, Esq., Nicholas A. Franke, Esq., and David M. Brown, Esq.,
at Spencer Fane Britt & Browne, LLP, in St. Louis, Missouri, and
Frank M. Young, Esq., Thomas E. Reynolds, Esq., R. Scott
Williams, Esq., at Haskell Slaughter Young & Rediker, LLC, in
Birmingham, Alabama.
On Feb. 14, 2006, the Debtors filed their Reorganization Plan &
Disclosure Statement. On May 15, 2007, they filed an Amended
Reorganization Plan and on July 9, 2007, filed a 2nd Amended
Reorganization Plan. The Bankruptcy Court approved the Debtors'
amended Disclosure Statement on Oct. 19, 2007. On Oct. 22,
2007, the Debtor re-filed a Consensual Plan & Disclosure
Statement and on Nov. 29, 2007, the Court confirmed the Debtors'
Consensual Plan. Solutia emerged from chapter 11 protection
Feb. 28, 2008. (Solutia Bankruptcy News, Issue No. 121;
Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Latin America on
March 5, 2008, Standard & Poor's Ratings Services raised its
corporate credit rating on Solutia Inc. to 'B+' from 'D',
following the company's emergence from bankruptcy on Feb. 28,
2008, and the implementation of its financing plan. The outlook
is stable. S&P also affirmed its 'B+' rating and '3' recovery
rating on Solutia's proposed senior secured term loan. In
addition, S&P assigned its 'B-' rating to Solutia's US$400
million unsecured bridge loan facility. S&P also withdrew its
'B-' rating on the proposed US$400 million unsecured notes,
which have been replaced by the bridge facility in Solutia's
capital structure.
==================
C O S T A R I C A
==================
SIRVA INC: Committee Files Motion to Restrict Access to Docs
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Sirva Inc. and
its debtor-affiliates ask the U.S. Bankruptcy Court for the
Southern District of New York to confirm that it is not required
to provide access to Debtors' confidential or privileged
information to the unsecured creditors constituency who are not
Committee members.
Pursuant to Section 1103(c) of the Bankruptcy Code, a committee
is authorized to, among other things, consult with debtors,
investigate debtors, participate in the formulation of a plan of
reorganization, and perform other services as are in the
interests of those represented. In addition, as part of a
committee's duties, under Section 1102(b)(3)(A), a committee is
required to provide the constituency it represents with access
to certain information.
Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones LLP in
New York, the Committee's proposed counsel, says that Section
1102(b)(3)(A) lacks specificity, and creates issues for debtors
and creditors' committees. The statute, she says, simply
requires a committee "to provide access to information," yet
sets forth no guidelines as to the type, kind, and extent of
those information. In extreme, she points out, Section
1102(b)(3)(A) could be read as requiring a committee to provide
access to all information provided to it by a debtor, or
developed through exercise of its investigative function,
regardless of whether the information is confidential,
privileged, proprietary or material non-public information.
Without clarification, Ms. Jones says, a debtor will be
reluctant to share confidential, sensitive financial and
strategic information with a committee. Committees, she adds,
will be concerned that the fruits of their own investigation may
be disseminated to inappropriate parties.
Confidential Information refers to non-public information,
including information concerning Debtors' assets, liabilities,
business operations, projections, analyses, compilations, and
studies. Confidential Information will also include (i) any
notes, summaries, compilations, memoranda, or similar written
materials disclosing or discussing Confidential Information;
(ii) any written Confidential Information that is discussed or
presented orally; and (iii) any other Confidential Information
conveyed to the Committee orally that Debtors or their advisors
or other agents advise the Committee should be treated as
confidential.
Privileged Information refers to information subject to the
attorney-client or other state, federal, or other jurisdictional
law privilege, whether the privilege is solely controlled by the
committee or is a joint privilege with debtor or some other
party, Ms. Jones explains.
About Sirva Inc.
Headquartered in Westmont, Illinois, SIRVA Inc. (Pink Sheets :
SIRV.PK) -- http://www.sirva.com/-- is a provider of relocation
solutions to a well-established and diverse customer base. The
company handles all aspects of relocation, including home
purchase and home sale services, household goods moving,
mortgage services and home closing and settlement services.
SIRVA conducts more than 300,000 relocations per year,
transferring corporate and government employees along with
individual consumers. SIRVA's brands include Allied, Allied
International, Allied Pickfords, Allied Special Products, DJK
Residential, Global, northAmerican, northAmerican International,
Pickfords, SIRVA Mortgage, SIRVA Relocation and SIRVA
Settlement. The company has operations in Costa Rica.
The company and 61 of its affiliates filed separate petitions
for Chapter 11 protection on Feb. 5, 2008 (Bankr. S.D.N.Y. Case
No. 08-10433). Marc Kieselstein, Esq. at Kirkland & Ellis,
L.L.P. is representing the Debtor. An official Committee of
Unsecured Creditors has been appointed in this case. When the
Debtors filed for bankruptcy, it reported total assets of
US$924,457,299 and total debts of US$1,232,566,813 for the
quarter ended Sept. 30, 2007.
(Sirva Inc. Bankruptcy News, Issue No. 8; Bankruptcy Creditors'
Services Inc. http://bankrupt.com/newsstand/or 215/945-7000)
=============
E C U A D O R
=============
DOLE FOOD: Posts US$57.5 Million Net Loss in Year Ended Dec. 29
---------------------------------------------------------------
Dole Food Company Inc. reported a net loss of US$57.5 million
for the year ended Dec. 29, 2007, compared to a net loss of
US$89.6 million for the year ended Dec. 30, 2006.
For the year ended Dec. 29, 2007, revenues increased 13.0% to
US$6.93 billion from US$6.15 billion in the prior year. Higher
worldwide sales of fresh fruit and packaged foods products in
North America and Europe drove the increase in revenues during
2007.
Higher volumes of bananas and pineapples accounted for
approximately US$222.0 million or 28.0% of the overall revenues
increase. Higher revenues in the company's European ripening
and distribution operations contributed an additional
US$528.0 million. Higher sales of packaged foods products,
primarily for FRUIT BOWLS, fruit in plastic jars, pineapple
juice and packaged frozen fruit accounted for approximately
US$85.0 million or 11.0% of the overall revenues increase.
Favorable foreign currency exchange movements in the company's
selling locations also positively impacted revenues by
approximately US$171 million.
These increases were partially offset by a reduction in fresh
vegetables sales due to lower volumes of commodity vegetables
sold in North America and Asia. In addition, the company's
fresh-cut flowers business reported overall lower sales volumes
due primarily to the changes in the customer base and product
offerings attributable to the implementation of the 2006
restructuring plan.
Operating Income
For the year ended Dec. 29, 2007, operating income was
US$130.1 million compared with US$79.0 million in 2006. The
increase was primarily attributable to improved operating
results in the company's banana operations worldwide which
benefited from stronger pricing and higher volumes. In
addition, operating income improved in the European ripening and
distribution business and the fresh-cut flowers segment due to
the absence of restructuring costs of US$12.8 million and
US$29.0 million, respectively.
These improvements were partially offset by lower earnings in
the company's packaged salads business and packaged foods
segment primarily due to higher product costs.
Interest Income and Other Income (Expense), Net
For the year ended Dec. 29, 2007, interest income increased
slightly to US$7.6 million from US$7.2 million in 2006. The
slight increase in interest income was primarily related to
higher levels of cash at JP Fresh during 2007.
Other income (expense), net decreased to income of US$1.8
million in 2007 from income of US$15.2 million in 2006. The
decrease was due to a reduction in the gain generated on the
company's cross currency swap of US$22.7 million, partially
offset by a reduction in the foreign currency exchange loss on
the company's British pound sterling capital lease vessel
obligation of US$9.2 million.
Interest Expense
Interest expense for the year ended Dec. 29, 2007, was
US$194.9 million compared to US$174.7 million in 2006. The
increase was primarily related to higher levels of borrowings
during 2007 on the company's term loan facilities and the asset
based revolving credit facility.
Income Taxes
The company recorded US$1.1 million of income tax expense on
US$55.3 million of pretax losses from continuing operations for
the year ended Dec. 29, 2007, reflecting a 1.9% effective income
tax rate for the year. Income tax expense decreased US$17.1
million from US$18.2 million in 2006 primarily due to a shift in
the mix of earnings in foreign jurisdictions taxed at a lower
rate than in the U.S. The effective tax rate in 2006 was 24.8%.
Equity in Earnings of Unconsolidated Subsidiaries
Equity in earnings of unconsolidated subsidiaries for the year
ended Dec. 29, 2007, increased to US$1.7 million from US$177,000
in 2006. The increase was primarily related to higher earnings
generated by one of the company's European investments.
Discontinued Operations
During the fourth quarter of 2006, the company sold all of the
assets and substantially all of the liabilities associated with
its Pacific Coast Truck operations for US$20.7 million. The
company received net proceeds of US$15.3 million from the sale
after the assumption of US$5.4 million of debt, realizing a gain
of approximately US$2.8 million, net of income taxes of
US$2.0 million.
Long-Term Debt
At Dec. 29, 2007, the company had total outstanding long-term
borrowings of US$2.41 billion, consisting primarily of
US$1.10 billion of unsecured senior notes and debentures due
2009 through 2013 and US$1.22 billion of secured debt
(consisting of revolving credit and term loan facilities and
capital lease obligations).
The company has US$350.0 million of unsecured senior notes
maturing May 1, 2009. The company is currently evaluating its
available options to refinance the notes.
Balance Sheet
At Dec. 29, 2007, the company's consolidated balance sheet
showed US$4.64 billion in total assets, US$4.29 billion in total
liabilities, US$29.9 million in minority interests, and
US$325.0 million in total stockholders' equity.
Full-text copies of the company's consolidated financial
statements for the year ended Dec. 29, 2007, are available for
free at http://researcharchives.com/t/s?2910
About Dole Food
Based in Westlake Village, California, Dole Food Company Inc. --
http://www.dole.com/-- is the world's largest producer and
marketer of high-quality fresh fruit, fresh vegetables and
fresh-cut flowers. Dole markets a growing line of packaged and
frozen foods and is a produce industry leader in nutrition
education and research. Dole's fresh-cut! Flowers segment
sources, imports and markets fresh-cut flowers, grown mainly in
Colombia and Ecuador, primarily to wholesale florists and
supermarkets in the U.S.
* * *
As reported in the Troubled Company Reporter-Latin America on
Feb. 28, 2008, Moody's Investors Service lowered Dole Food
Company Inc.'s corporate family rating and probability of
default ratings to B3 from B2, and downgraded the ratings of the
company's unsecured shelf filings. Moody's said the rating
outlook is stable.
=================
G U A T E M A L A
=================
BRITISH AIRWAYS: BALPA Reacts to Airline's Media Tactics
--------------------------------------------------------
The British Airline Pilots' Association, on Wednesday, March 12,
2008, accused British Airways plc of misrepresenting their
position in their dispute with the airline and expressed concern
as to whether BA really wanted a negotiated settlement.
When talks between BALPA and BA broke down on Friday night of
last week, BA announced if strike dates were given it would go
to the High Court to seek an injunction preventing the strike,
basing their case on a novel approach, the use of Article 43 of
the Treaty of Rome.
BALPA did not accept this argument but rather than announce
strike dates it took the initiative and referred the matter to
the High Court to seek a ruling on whether BA's reliance on
Article 43 of the Treaty of Rome had any bearing on the
industrial dispute.
The Court has agreed to "stop the clock" on the 28 days during
which the union must serve notice of a strike to allow the High
Court to decide the matter.
"We have been shocked to learn [Wednes]day that BA has entirely
misrepresented the position to the media," BALPA General
Secretary Jim McAuslan declared. "BA said that BALPA recognizes
that the airline has a strong legal case that any strike action
would be unlawful. Nothing could be further from the truth."
Mr. McAuslan said that such tactics are clearly unhelpful and
are likely to hinder a negotiated settlement. Perhaps, BALPA
says, that is BA's objective.
"What has happened is that BA has raised a novel point of law,
using the Treaty of Rome." Mr. McAuslan said.
The Court's determination will have huge implications for all
employers and trade unions.
"Our view is that the point raised by BA has no bearing on an
industrial dispute such as the one we have with BA because it
plans to outsource BA pilots' jobs and our actions are both
legitimate and proportionate," Mr. McAuslan said.
"What makes matters worse is that BA is saying publicly that our
decision to take the matter to the High Court and not announce a
strike is proof that we accept that BA has a "strong case".
This is outrageous. We have not announced strike dates because
we wish the Court to consider the matter with great care and
without pressure. We also thought it right to make clear to the
public, with whom we have no dispute, that there will be no
industrial action over the Easter period.
"BA's misrepresentation of our position is a disgrace and one
which has angered their pilots."
Strike Action
Meanwhile, BALPA confirmed that there will be no disruption to
the public over Easter. Mr. McAuslan said "our row is not with
the traveling public who will have worked hard for their Easter
break."
The threat of disruption has arisen because BA plans to start a
new service flying passengers from mainland European capitals to
the USA. The service, called OpenSkies, is using BA money, will
use BA planes with BA support and is being overseen by senior BA
managers but will not use BA pilots.
"Despite BALPA's willingness to accept the cost base proposed by
BA for OpenSkies, the company has not been prepared to provide
the employment security and career development opportunities
which are at the heart of the dispute. Our pilots are fighting
for their futures and the wellbeing of their families," Mr.
McAuslan said.
"Pilots have contributed to the success of BA for years. Now
they are told their work is to be outsourced jeopardizing jobs
and careers. These are legitimate and reasonable concerns that
the company has not been prepared to address.
British Airways encouraged their pilots to participate in the
strike ballot believing that this would dilute the final vote.
Their campaign backfired with 86% of BA's pilots voting for
strike action on a huge 90% poll. This would be the first
strike of BA pilots for 30 years."
British Airways is now claiming that BA pilots cannot legally
pursue their job security concerns because of a piece of
European legislation.
"British Airways should be at the negotiating table and not
using European legislation designed to ensure free competition
between companies and not to restrict the freedoms of Trade
Unions in industrial disputes. We have sought to place this
matter before the courts ourselves in order to resolve the
question as quickly as possible. This is an unprecedented move
by a union and demonstrates the responsible way in which BALPA
has approached this," Mr. McAuslan added.
About British Airways
Headquartered in West Drayton, United Kingdom, British Airways
Plc -- http://www.ba.com/-- operates of international and
domestic scheduled and charter air services for the carriage of
passengers, freight and mail, and provides of ancillary
services. The British Airways group consists of British Airways
plc and a number of subsidiary companies including in particular
British Airways Holidays Ltd. and British Airways Travel
Shops Ltd. BA has offices in India and Guatemala.
* * *
As of Jan. 2, 2008, British Airways Plc carried a senior
unsecured debt rating of Ba1 from Moody's Investors' Service
with a stable outlook.
BRITISH AIRWAYS: Demands Urgent Changes to UK Airport Regulation
----------------------------------------------------------------
British Airways plc said that the Civil Aviation Authority's
decision to allow BAA Ltd. to ramp up airport charges
significantly demonstrates conclusively that the airport
regulation system has failed, to the detriment of customers.
On March 11, 2008, the CAA announced that Heathrow's charges
over five years from April 1, 2008 will rise by 23.5% above
inflation in year one and by 7.5% above inflation each year
between 2009 and 2013. BAA will be allowed a cost of capital of
6.2%.
"When BAA's new owners, Ferrovial, bought them, the CAA said
they would not be influenced by Ferrovial's high debt levels.
In practice, they have ignored their own policy and caved in to
intense pressure from BAA by setting excessive price increases.
Heathrow passengers will pay, on average, 17% more than the
Competition Commission recommended in September 2007," Paul
Ellis, British Airways' general manager airport policy and
infrastructure, said.
The airline believes urgent changes must be made to current UK
airport regulation and has made its views known to the
Competition Commission and the Pilling Review on the future of
the CAA.
"We suffer from very poor regulation and the whole process needs
a root and branch review. The objective of the regulator should
be to ensure that BAA provides the infrastructure and services
that customers require but in a cost effective and efficient way
that does not overcompensate the airport operator financially.
Mr. Ellis said. "These overly generous charges far exceed what
is required to upgrade facilities across Heathrow through
investment in infrastructure and improved service quality
levels. The CAA must hold BAA to account throughout the five
year period to ensure the airport operator delivers improvements
and does not divert funds to pay off Ferrovial's debts".
About British Airways
Headquartered in West Drayton, United Kingdom, British Airways
Plc -- http://www.ba.com/-- operates of international and
domestic scheduled and charter air services for the carriage of
passengers, freight and mail, and provides of ancillary
services. The British Airways group consists of British Airways
plc and a number of subsidiary companies including in particular
British Airways Holidays Ltd. and British Airways Travel
Shops Ltd. BA has offices in India and Guatemala.
* * *
As of Jan. 2, 2008, British Airways Plc carried a senior
unsecured debt rating of Ba1 from Moody's Investors' Service
with a stable outlook.
===============
H O N D U R A S
===============
MILLICOM INT'L: Earns US$697.1 Million in Year Ended Dec. 31
------------------------------------------------------------
Millicom International Cellular S.A. reported net income of
US$112.7 million on net revenues of US$783.2 million for the
three months ended Dec. 31, 2007, compared to net income of
US$543.8 million on net revenues of US$49.9 million for the same
period in 2006.
For the full year of 2007, the company earned US$697.1 million
on net revenues of US$2.6 billion compared to net income of
US$168.9 million on net revenues of US$1.6 billion in 2006.
Chief Executive Officer's Review
Marc Beuls, CEO of Millicom commented; "The strong growth
recorded in the fourth quarter of 2007 demonstrates the
gathering momentum within the businesses, with Millicom
reporting a record intake of 3.4m new subscribers in the
seasonally strong fourth quarter. For the full year, there was a
total of 8.4m subscribers added in 2007, up by 56% year on year.
We saw the opportunity in 2007 to increase our rate of
investment, as the markets in which we operate continue to grow
at a fast pace. Total capex was over $1bn for the full year
compared to $616m in 2006. We expect to maintain this high level
of capex with investment targeted in excess of $1bn in 2008."
"The strongest cluster in terms of subscriber acquisition was
Central America which was up 71% in the year with 1.4m new
subscribers added in Q4, which was a quarterly record for a
cluster. The African cluster was not far behind with subscriber
growth of 66% during 2007 and over one million new subscribers
were added in Q4, the first time that this has happened. This is
extremely encouraging for the future as the African markets have
the lowest levels of penetration and so the greatest opportunity
for growth. Our financial performance continues to be strong
with revenues up by 67% year on year and EBITDA up by 55%.
Excluding the Colombian acquisition, the respective increases in
revenue and EBITDA were 47% and 45% for the year. There was
impressive revenue growth of 57% in South America excluding
Colombia, 53% in Africa, 44% in Central America and 33% in
Asia."
"The African results are particularly exciting as strong growth
was experienced across all the major markets. Today we have over
2m customers in Ghana and saw a 34% sequential growth in
subscribers from the third to the fourth quarter. We have over
1m customers in both Tanzania and Senegal and saw sequential
growth during the fourth quarter of 20% and 13% respectively in
these two markets. In all three operations, Tigo benefited from
several affordability initiatives made earlier in the year. Our
investments to improve the availability, reliability and reach
of the networks in these countries are now enabling us to
attract the higher quality customers in these markets which
should help drive future growth. The newer African markets are
also now gaining traction: Congo DRC grew by 38% from the third
to the fouth quarter to 547k subscribers and the smaller market
of Chad grew by 14% sequentially to 323k subscribers. Sadly, we
were asked to shut down our network by the government in Chad on
January 31, 2008 because of a rebel attack on the capital city,
N'Djamena. Our people are safe and the network is undamaged. The
situation has improved considerably and our people are in the
process of returning to our offices. We will be resuming
operations imminently. Although revenue in Africa grew by 53%
during the full year 2007, the very strong intake of subscribers
and the development of the new businesses in Chad and DRC
impacted the EBITDA margin, which was down to 31% for the year
from 39% in 2006. We believe that we have seen a low in terms of
EBITDA margins in Africa in Q3 and by Q4 there was a slight
improvement. From a bigger base that will enable us to drive
economies of scale, we expect to be able to continue gradually
to improve the overall EBITDA margin in Africa despite continued
aggressive expansion."
"The results from Central America continue to be strong and
again reflect the high level of investment in 2007. Tigo
continues to build or hold market share. EBITDA margins in
Central America increased slightly to 53% for the year, but in
Q4 margins were down slightly to 51% reflecting the record
intake in Q4 and the related cost of handset subsidies which
were needed to attract additional high value subscribers ahead
of the launch of 3G services in 2008. In Honduras a new fourth
licence was awarded during the quarter. Launches by the third
and fourth operators are likely to accelerate penetration growth
but also bring about a decline in our very high market share in
Honduras, although we expect to maintain our strong number one
position."
"In South America all three businesses continue to grow strongly
with revenue growth of 152% year on year and, excluding
Colombia, this region had an underlying growth rate of 57% in
2007. As has already been announced, the Colombian regulator cut
interconnect rates from 12 UScents to 6 UScents on December 7,
2007. There has been a short term impact to revenues as Tigo has
historically had more incoming than outgoing calls. Revenues and
EBITDA in December were impacted by some $7m and $5m,
respectively. We used this reduction in interconnect costs to
reduce our outgoing tariffs, and at the same time, took the
opportunity to reduce most other tariffs as well. Due to the
price elasticity that we believe exists in this market, we
expect to offset the impact of the interconnect change gradually
as we progress throughout 2008. Long term, we believe that the
cut in interconnect rates will be beneficial, especially for
Tigo as the third operator. Tigo added 267k subscribers in Q4 in
Colombia, an increase of 11%, and continues to see a steady
growth in subscriber intake quarter on quarter. We are on track
to reach our market share target of 20% in a few years."
"Asian revenues grew by 33% and EBITDA by 30% in 2007 with a 41%
EBITDA margin. The EBITDA margin in Q4 was impacted by the
settlement of a revenue share dispute in Cambodia relating to
the international gateway, which had an adverse impact of $2.1m.
The full year and Q4 EBITDA margins would have been 42% and 41%
respectively, without this settlement cost. Sri Lanka continues
to grow strongly with EBITDA margins in excess of 50%."
"During the year, Millicom repurchased $90m face value of the
10% Senior Notes as part of an on-going programme to improve
balance sheet efficiency by retiring debt at the corporate level
and replacing it with debt at the operating companies which
helps to reduce the overall effective tax rate. We have the
right to redeem the remaining Notes in December 2008 and have
decided to exercise this option at that time. Due to the planned
early redemption, we accrued the bulk of the 5% redemption
premium in the fourth quarter, increasing interest expense by
$31m."
"After the year end, Millicom forced the conversion of its $200m
convertible bond, again removing corporate debt that will be
replaced with local operating company debt. Millicom will save
approximately $16m of interest at the corporate level over the
next two years by redeeming this debt early."
"Due to the better than expected results of our Colombian
operation during the year, and the anticipated strength of this
operation going forward, we have been able to record a deferred
tax asset in the fourth quarter for the net operating losses
assumed as part of this acquisition and the losses incurred
since the acquisition date. The total tax benefit recorded by
Colombia Movil in the fourth quarter was $86m. This has resulted
in an effective tax rate for the Group of 16% for the full year
in 2007."
"As a result of the one time net cash flow benefit attributable
to the Paktel sale, the Board of Directors is recommending a
special dividend of $2.40 a share to be paid following
ratification at the Annual General Meeting in May 2008. The
Board will consider establishing a recurring dividend in future
on the basis of the expected free cash flows, which is EBITDA
less interest, taxes and Capex."
"Today Millicom has a very strong balance sheet which will
enable the Company to continue to exploit its strong market
position in sixteen of the best growth markets in the world.
This financial strength with very low leverage enables us to
look at a wide variety of options to generate shareholder value
in an uncertain economic climate which may bring opportunities."
About Millicom International
Headquartered in Bertrange, Luxembourg, and controlled by
Sweden's AB Kinnevik, Millicom International Cellular S.A.
-- http://www.millicom.com/-- is a global telecommunications
investor with cellular operations in Asia, Latin America and
Africa. It currently has cellular operations and licenses in 16
countries. The Group's cellular operations have a combined
population under license of around 391 million people.
The Central America Cluster comprises Millicom's operations in
El Salvador, Guatemala and Honduras. The population under
license in Central America at December 2005 is 26.4 million.
The South America Cluster comprises Millicom's operations in
Bolivia and Paraguay. The population under license in South
America at December 2005 is 15.2 million.
* * *
As reported in the Troubled Company Reporter-Europe on Nov. 16,
2007, Moody's Investors Service upgraded ratings of Millicom
International Cellular S.A. The corporate family rating was
upgraded to Ba2 from Ba3 and the rating on the existing senior
notes was upgraded to B1 from B2. Moody's said the outlook on
the ratings is stable.
===========
M E X I C O
===========
BENCHMARK ELECTRONICS: Earns US$21 Mil. in 2007 Fourth Quarter
--------------------------------------------------------------
Benchmark Electronics Inc. reported net income of US$21.0
million for the fourth quarter ended Dec. 31, 2007. In the
comparable period of 2006, net income was US$28.0 million.
Sales were US$735.0 million for the quarter ended Dec. 31, 2007,
compared to US$737.0 million for the same quarter in the prior
year.
Excluding restructuring charges, integration costs, amortization
of intangibles and the impact of stock-based compensation costs,
the company would have reported net income of US$25.0 million in
the fourth quarter of 2007. Excluding restructuring charges and
the impact of stock-based compensation costs, the company would
have reported net income of US$29.0 million in the fourth
quarter of 2006.
Sales for the years ended Dec. 31, 2007, and 2006, were each
US$2.9 billion. Net income for the year ended Dec. 31, 2007,
was US$93.0 million. In the prior year, net income was US$112.0
million.
Excluding restructuring charges, integration costs, amortization
of intangibles, the impact of stock-based compensation costs and
a discrete tax benefit related to a previously closed facility,
the company would have reported net income of US$98.0 million in
2007. Excluding restructuring charges, the impact of stock-based
compensation expense and a tax benefit resulting from the
closure of the company's UK facility, the company would have
reported net income of US$113.0 million in 2006.
"In 2007 we achieved several major goals — we expanded our
customer base, enhanced our manufacturing and engineering
capabilities, completed the integration of recent acquisitions,
and realigned our manufacturing facilities," said Cary T. Fu,
the company's chief executive officer. "We are delighted to
have the heavy lifting behind us. We are on an excellent
pathway for increased business from new and existing customers
in 2008."
As of Dec. 31, 2007, the company had cash and cash equivalents
totaling US$199.2 million, short-term investments totaling
US$182.8 milllion and US$99.7 million available for borrowings
under its revolving credit line.
During the period from July 25, 2007, to Dec. 31, 2007, the
company repurchased a total of 2.6 million common shares for
US$53.0 million at an average price of US$20.33 per share.
Through Feb. 27, 2008, the company has repurchased a total of
4.1 million shares for US$77.3 million at an average price of
US$18.86 per share.
Balance Sheet
At Dec. 31, 2007, the company's consolidated balance sheet
showed US$1.76 billion in total assets, US$474.3 million in
total liabilities, and US$1.29 billion in total stockholders'
equity.
Full-text copies of the company's consolidated financial
statements for the year ended Dec. 31, 2007, are available for
free at http://researcharchives.com/t/s?291c
About Benchmark Electronics
Headquartered in Angleton, Texas, Benchmark Electronics Inc.
(NYSE: BHE) -- http://www.bench.com/-- is in the business of
manufacturing electronics and provides its services to original
equipment manufacturers of computers and related products for
business enterprises, medical devices, industrial control
equipment, testing and instrumentation products, and
telecommunication equipment. The company's global operations
include facilities in The Netherlands, Romania, Ireland, Brazil,
Mexico, Thailand, Singapore, and China.
* * *
As reported in the Troubled Company Reporter-Latin America on
Jan. 21, 2008, Moody's Investors Service assigned a Ba2 (LGD-3,
39%) rating to Benchmark Electronics Inc.'s new 5-year $100
million senior secured revolving credit facility due 2012 and
affirmed the company's Ba3 corporate family rating. Moody's
said the rating outlook is stable.
CEMEX SAB: Releases 2008 First Quarter Guidance
-----------------------------------------------
CEMEX S.A.B. de C.V. has expected EBITDA for the quarter ending
March 31, 2008, of around US$920 million, an increase of about
6% versus the same period last year, while operating income is
expected to be close to US$420 million, 25% lower than the same
period a year ago. Sales for the first quarter are expected to
be in excess of US$5.3 billion, an increase of about 24% versus
the same period last year. Adjusting for the fewer business
days versus the same period last year as a result of the earlier
occurrence of religious holidays, which last year took place
during the second quarter, sales and EBITDA would be expected to
increase by about 27% and 10%, respectively, versus first
quarter 2007.
On a pro-forma basis for the continuing operations, adjusting
for the consolidation of Rinker, sales and EBITDA for the
quarter are expected to decrease 1% and 22%, respectively, in
U.S. dollar terms, versus the same quarter last year.
Rodrigo Treviño, CEMEX's chief financial officer, said: "Despite
continued weakness in some of our markets, our fundamentals
remain unchanged. Given our expectations for the quarter —
together with the unfavorable comparison with first quarter
2007, which was characterized by benign weather conditions in
the United States and most of Europe — we are in line with our
yearly expectations. We maintain our full year guidance to
generate EBITDA and free cash flow after maintenance capital
expenditures of about US$5.6 billion and US$3.0 billion,
respectively, given the stronger exchange rate environment. This
is also despite the U.S. residential sector downturn and
softening demand in markets like Spain and U.K. Our geographic
diversification continues to mitigate the impact of individual
countries in our portfolio."
"Additionally, we identified and are now capturing synergies
worth about $400 million from the integration of Rinker, US$200
million of which are expected to be realized this year.
Moreover, we expect to produce cost savings to improve
efficiency, that coupled with savings from our post-merger
integration effort, will reduce the ratio of SG&A to sales by
around 150 basis points this year."
"Furthermore, we remain committed to regain our financial
flexibility. We expect to reach a net-debt-to-EBITDA ratio of
3.0 times by the end of this year and of 2.7 times by mid-2009."
During the first quarter, CEMEX expects domestic cement and
ready-mix sales volumes in Mexico, adjusted for the fewer
business days during the quarter given religious holidays, to
decline about 4% and 12% respectively versus the comparable
period last year. Domestic cement and ready-mix sales volumes
in Mexico are expected to decrease by about 7% and 14%,
respectively, versus the same quarter a year ago. Volumes
during the quarter have been negatively affected by a delay in
project starts from the infrastructure sector, but which are
expected to recover during the second half of the year. The
formal residential sector continued with its strong performance.
Cement, ready-mix and aggregates volumes for CEMEX's operations
in the United States are expected to decrease about 5%, increase
about 33%, and increase about 115%, respectively, during the
first quarter, versus the same period last year.
On a like-to-like basis for the ongoing operations, cement
volumes are expected to decrease by about 23%, ready-mix volumes
are expected to decrease by about 27%, and aggregates volumes
are expected to decrease by about 26% for the quarter versus the
comparable period last year.
The decline in demand continues to be driven by the ongoing
correction in the residential sector which makes comparisons in
the current quarter on a like-to-like basis unfavorable versus
prior year. In addition, adverse weather conditions in many
regions of the country, including Florida, California, Arizona
and Nevada, affected the company's volumes during the quarter.
In its Spanish operations, and on a like-to-like basis adjusting
for the fewer business days during the quarter, cement and
ready-mix volumes, are expected to decline about 12% and 11%
respectively when compared to the same period a year ago.
Cement and ready-mix volumes are expected to decrease by about
15% and 13%, respectively, during the first quarter versus the
comparable period of last year. Volumes during the quarter have
been affected by the continued deceleration in the residential
sector. Growth in the civil sector has moderated due to the
general elections held at the beginning of the month.
During the first quarter, CEMEX expected cement volumes in the
United Kingdom to decrease by about 6%, ready-mix volumes are
expected to decrease by about 11%, and aggregates volumes are
expected to remain stable versus the comparable quarter last
year. On a like-to-like basis, adjusting for the fewer business
days during the quarter and, in the case of ready-mix, the
divestments done during 2007, cement and ready-mix volumes are
expected to decrease by about 1%, and aggregates volumes are
expected to increase by about 5% versus the comparable period of
last year. The volume for cementitious materials, including
cement and slag, is expected to decrease by about 5%, for the
quarter versus the comparable period of last year. Adjusting
for the fewer business days during the quarter, the volume for
cementitious materials is expected to increase by about 1%
versus the same period in 2007. The industrial and commercial
sector, and to a lesser extent, the infrastructure sector, were
the main drivers of demand in the country.
Despite the weakness in some of the company's major markets, its
geographic diversification has helped partially mitigate the
impact of those slowdowns, which will be somewhat offset by
continuing strength in its Eastern Europe, South America and
Australia businesses.
Guidance numbers are calculated on the basis of market close
exchange rates as of March 13, 2008. Given the volatility of
foreign exchange rates and the exposure of the company's
operations to factors beyond its control, its actual results
could be materially different from our indicative guidance.
Headquartered in Mexico, Cemex SA -- http://www.CEMEX.com/-- is
a growing global building solutions company that provides high
quality products and reliable service to customers and
communities in more than 50 countries throughout the world,
including Argentina, Colombia and Venezuela. Commemorating its
100th anniversary in 2006, CEMEX has a rich history of improving
the well-being of those it serves through its efforts to pursue
innovative industry solutions and efficiency advancements and to
promote a sustainable future.
* * *
On May 30, 2005, Moody's Investors Service revised the
ratings outlook on Cemex S.A. de C.V.'s Ba1 ratings to positive
from stable. Ratings affected include the company's Ba1 ratings
on approximately US$110 million in senior unsecured Euro notes
and its senior implied rating.
DESARROLADORA HOMEX: S&P Eyes Negative Rating on Share Buyback
--------------------------------------------------------------
Standard & Poor's Ratings Services said that Desarrolladora
Homex S.A.B. de C.V.'s (BB-/Stable/--) announcement that it has
received approval from its shareholders to establish a US$250
million share repurchase program does not have an immediate
impact on the current rating or outlook assigned to the issuer.
Despite the size of the program, S&P expects share repurchases
to be limited to US$10 million in 2008 to meet the company's
obligations under its executive stock option program. S&P also
expects additional share buybacks not to exceed the company's
free operating cash flow generation. Given S&P's expectations
of significant working capital requirements to fund its
operations, the rating agency believes that the company's
ability to buy back shares is very limited. Therefore a
negative rating action should be expected if the company's share
repurchase program leads to additional indebtedness and/or a
significant reduction in its cash balance.
Desarrolladora Homex S.A.B. de C.V. (NYSE: HXM, BMV: HOMEX) --
http://www.homex.com.mx-- is a vertically integrated home
development company focused on affordable entry-level and
middle-income housing in Mexico. It is one of the most
geographically diverse homebuilders in the country. Homex is
the largest homebuilder in Mexico, based on revenues, number of
homes sold and net income.
FIRST DATA: Posts US$273.2 Million Net Loss in Fourth Quarter
-------------------------------------------------------------
First Data Corp. reported its financial results for the fourth
quarter and full year ended Dec. 31, 2007. Consolidated
revenues for the quarter were up 11% to US$2.1 billion.
Adjusted EBITDA excluding projected near-term cost savings for
the quarter was up 5% to US$662 million. The company posted a
net loss of US$273.2 million for the three months ended Dec. 31,
2007, compared to net income of US$278.5 million for the same
period in 2006.
For the quarter, the loss from continuing operations was US$273
million but included US$499 million of merger related costs and
other costs directly attributable to the transaction with
affiliates of Kohlberg Kravis Roberts & Co. These costs are
referred to collectively as "Merger Impacts."
For the full year, consolidated revenues were up 14% to US$8.1
billion. Adjusted EBITDA excluding projected near-term cost
savings was up 6% to US$2.5 billion. Income from continuing
operations was US$163 million, but included Merger Impacts of
US$720 million. Excluding Merger Impacts, full-year 2007 income
from continuing operations grew 4%.
"Our performance reflects continued execution in a challenging
economic environment," said Michael Capellas, chairman and chief
executive officer. "In the fourth quarter, First Data saw
accelerated momentum in the areas of new product innovation,
sales execution and operational efficiency."
Other Matters
Effective Jan. 1, 2008, First Data adopted a revised segment
reporting structure. The company's segments will include
Merchant Services, Financial Services, International, Prepaid
Services and Integrated Payment Systems. For applicable prior
year and quarterly periods, the company will provide financials
realigned to these segments.
In January of 2008, the company's Official Check and Money Order
business repositioned its investment portfolio to mostly short-
term taxable securities. This repositioning did not result in
material gains or losses to the company. The Official Check
Business comprises most of First Data's Integrated Payment
Systems segment which the company is winding down. The Official
Check Business processes official checks and money orders and
the revenue is primarily driven from its investment portfolio.
First Data's TeleCheck business is not related to the Official
Check Business and is not impacted by the portfolio
repositioning.
First Data's largest merchant alliance, Chase Paymentech
Solutions, LLC, is 51% owned by J.P. Morgan Chase Bank, N.A. and
49% owned by First Data. The current term of the existing
alliance agreement expires in 2010; however, JPMorgan had the
right to terminate the alliance due to the change of control
upon the closing of the Transaction. First Data has extended
the time period to exercise this right to allow for further
discussions regarding the alliance. If JPMorgan exercises its
termination right, First Data has the right to receive 49% of
the alliance's merchant contracts by value and be allocated 49%
of the alliance's sales force. A termination is not expected to
have a material impact to income from continuing operations or
adjusted EBITDA and First Data's reported revenues would
increase. Potential risks if the alliance is terminated include
the potential loss of certain processing volume over time, the
loss of JPMorgan branch referrals, the loss of access to the
JPMorgan brand, and post-termination competition by JPMorgan.
First Data Corp. (NYSE: FDC) -- http://www.firstdata.com/--
provides electronic commerce and payment solutions for
businesses worldwide, including those in New Zealand, the
Netherlands and Mexico. The company's portfolio of services and
solutions includes merchant transaction processing services;
credit, debit, private-label, gift, payroll and other prepaid
card offerings; fraud protection and authentication solutions;
receivables management solutions; electronic check acceptance
services through TeleCheck; as well as Internet commerce and
mobile payment solutions. The company's STAR Network offers
PIN-secured debit acceptance at 2 million ATM and retail
locations.
* * *
As reported in the Troubled Company Reporter-Latin America on
Feb. 19, 2008, Moody's Investors Service lowered First Data
Corporation's untendered senior unsecured stub notes rating to
Caa1 from A2. Upon completion of the tender process, First Data
had approximately US$200 million of the pre-LBO senior unsecured
notes outstanding at the end of December 2007, of which
US$68 million will be due in August 2008.
FOAMEX INTERNATIONAL: To Pursue Further Deleveraging
----------------------------------------------------
Foamex International Inc. intends to make a rights offering to
all of its stockholders to purchase its Common Stock at US$1.50
per share, subject to adjustment in certain circumstances.
The Company also intends to make an offer at the same time to
its Second Lien Loan lenders to permit them to acquire Common
Stock at the same price as in the Rights Offering using their
Second Lien Loans at par value.
The Rights Offering and the Second Lien Offering would
significantly deleverage the Company.
Under the Rights Offering and the Second Lien Offering, the
Company would anticipate receiving collectively a minimum of
US$80 million in new equity, which would be through a
combination of cash and an exchange of Second Lien Loans at par.
Any cash received in the Rights Offering, net of fees, expenses
and accrued interest, would be used to prepay the loans under
the First Lien Term Credit Agreement. Any Second Lien Loans
that are used to purchase Common Stock would be canceled.
Both the Rights Offering and the Second Lien Offering would be
subject to certain conditions and limitations, including to
prevent the Company from undergoing an "ownership change" for
purposes of Section 382 of the Internal Revenue Code.
The Rights Offering and the Second Lien Offering would be
subject to, among other things, the Company obtaining the
appropriate lender amendments and consents, which the Company is
currently seeking to obtain.
Foamex will be negotiating with certain of its large
stockholders for potential commitments for the offerings of
US$80 million -- in cash and Second Lien Loans at par -- which
would be offset by any funding under capital commitments of up
to US$20 million that the Company obtained. However, there is
no assurance that any commitments will be made or that the
Rights Offering or the Second Lien Offering will take place.
On Feb. 13, 2008, Foamex received commitments for up to US$20
million of additional investment from D.E. Shaw Laminar
Portfolios, L.L.C., Goldman Sachs & Co. and Sigma Capital
Management, LLC. Foamex believes the commitments will assist in
its compliance with financial covenants under its credit
agreements during the entire 2008 year.
If the Company proceeds with the two offerings, they would be
expected to be completed in the second quarter of 2008. If the
Rights Offering and Second Lien Offering are not consummated,
the Company will retain the right to utilize up to US$20 million
through the capital commitments.
Certain fees will be payable to the lenders in connection with
the amendments and consents. In addition, if commitments are
agreed to regarding the Rights Offering and Second Lien
Offering, put premiums are expected to be paid to the committing
stockholders.
Foamex's Credit Facilities
On February 12, 2007, Foamex entered into new senior secured
credit facilities consisting of:
-- a US$175.0 million revolving credit facility, including a
sub-limit of US$45.0 million for letters of credit; and
-- term loan facilities aggregating US$600.0 million,
including US$425.0 million under a first lien term loan
facility and US$175.0 million under a second lien term
loan facility.
Substantially all of the assets of Foamex and its domestic
subsidiaries and Foamex Canada are pledged as collateral for the
borrowings.
Borrowings under the revolving credit facility are subject to a
borrowing base formula based on eligible accounts receivable and
bear interest at floating rates based upon either LIBOR or a
Base Rate, including an applicable margin.
The revolving credit facility will mature on Feb. 12, 2012.
Borrowings under the term loan facilities also bear interest at
floating rates based upon and including a margin over either
Eurodollar, or a Base Rate.
The first lien term loan facility is subject to quarterly
principal repayments initially equal to approximately
US$1.1 million, and annual excess cash flow repayments, with the
balance maturing on Feb. 12, 2013.
The second lien term loan facility matures on Feb. 12, 2014, and
is subject to a prepayment premium of 2.0% during the first year
and 1.0% during the second year.
Foamex borrowed approximately US$13.4 million under the
US$175.0 million revolving credit facility and the full amounts
of the first lien term loan facility and second lien term loan
facility on Feb. 12, 2007 to pay amounts due under the Company's
bankruptcy plan. The initial weighted average interest rates
were 8.25%, 7.57% and 10.07%, respectively.
About Foamex International Inc.
Headquartered in Linwood, Pennsylvania, Foamex International
Inc. (FMXIQ.PK) -- http://www.foamex.com/-- produces cushioning
for bedding, furniture, carpet cushion and automotive markets.
The company also manufactures polymers for the industrial,
aerospace, defense, electronics and computer industries. Foamex
has Asian locations in Malaysia, Thailand and China. The
company's Latin American subsidiary is in Mexico.
The company and eight affiliates filed for chapter 11 protection
on Sept. 19, 2005 (Bankr. Del. Case Nos. 05-12685 through 05-
12693). As of July 3, 2005, the Debtors reported US$620,826,000
in total assets and US$744,757,000 in total debts.
On Feb. 2, 2007, the Court confirmed the Debtors' Second Amended
Joint Plan of Reorganization. The Plan of Reorganization of
Foamex International Inc. became effective and the company
emerged from chapter 11 bankruptcy protection on Feb. 12, 2007.
* * *
At July 1, 2007, Foamex International Inc.'s balance sheet
showed total assets of US$529,433,000 and total liabilities of
US$794,223,000, resulting to a total stockholders' deficit of
US$264,790,000.
SHARPER IMAGE: Obtains Final Approval to Use Cash Collateral
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware
authorized Sharper Image Corp., on a final basis, to use the
cash collateral of its pre-bankruptcy lenders.
All proceeds of the sale or the disposition of the Collateral
will be applied:
(a) to permanently reduce the obligations pursuant to the
Pre-Petition Revolving Loans and Term Loan;
(b) to reduce the DIP Obligations in accordance with the DIP
Credit Agreement.
The Pre-Petition Secured Parties are entitled to receive
adequate protection from any decrease in the value of their
interest in the Pre-Petition Collateral resulting from the
automatic stay or the Debtor's use, sale or lease of the Pre-
Petition Collateral during the Case.
As adequate protection, the Pre-Petition Agents will receive:
(i) Pre-Petition Replacement Liens, (2) a Pre-Petition
Superpriority Claim, and (3) Adequate Protection Payments.
Upon payment in full of the DIP Obligations and termination of
the DIP Credit Facility, the Debtor will establish an account --
the Pre-Petition Indemnity Account -- in the control of the Pre-
Petition Agent, into which US$150,000 of proceeds of any sale,
lease or other disposition of any of the Collateral will be
deposited as security for any reimbursement, indemnification or
similar continuing obligations of the Debtor in favor of the
Pre-Petition Secured Parties under the Pre-Petition Financing
Agreements.
As reported in the Troubled Company Reporter on Feb. 26, the
Court granted on an interim basis, the Debtor's request to use
cash collateral of its pre-bankruptcy secured lenders.
As of the company's bankruptcy filing on Feb. 19, the Debtor is
a party to a Loan and Security Agreement dated October 31, 2003,
with Wells Fargo, as lender, arranger, and administrative agent,
and the lenders party.
The Prepetition Credit Agreement provides for a revolving credit
facility and letter of credit subfacility against a "borrowing
base" determined by inventory levels and specified accounts
receivable in the maximum aggregate amount of the lesser of:
(a) US$85,000,000 during the period from January 1 through
July 31 of each year;
(b) US$100,000,000 during the period from August 1 through
September 30 of each year;
(c) US$120,000,000 during the period from October 1 through
December 31 of each year; and
(d) the borrowing base.
The Prepetition Credit Agreement also provides for a term loan
facility in the amount of US$10,000,000, which was made
immediately available, with an additional US$10,000,000 to be
available upon the successful completion of syndication of the
term loan. The contemplated syndication did not occur.
The amounts borrowed under the Prepetition Credit Agreement were
used to fund, among other things, working capital requirements.
As of the Petition Date, approximately US$44,500,000 is
outstanding under the Prepetition Credit Agreement.
Pursuant to the Prepetition Credit Agreement, the Debtor granted
first priority liens and security interests in favor of the
Prepetition Secured Parties in the Debtor's then owned or
thereafter acquired right, title, and interest in and to, among
others, each of these assets:
(i) Accounts,
(ii) Books,
(iii) Deposit Accounts,
(iv) Equipment,
(v) General Intangibles,
(vi) Goods,
(vii) Inventory,
(viii) Investment Property,
(ix) Negotiable Collateral,
(x) Commercial Tort Claims,
(xi) Leasehold Interests,
(xii) money or other assets of Sharper Image, and
(xiii) the proceeds and products of any of the assets.
About Sharper Image Corp.
Based in San Francisco, California, Sharper Image Corp. --
http://www.sharperimage.com/-- is a multi-channel specialty
retailer. It operates in three principal selling channels: the
Sharper Image specialty stores throughout the U.S., the Sharper
Image catalog and the Internet. The company has operations in
Australia, Brazil and Mexico. In addition, through its Brand
Licensing Division, it is also licensing the Sharper Image brand
to select third parties to allow them to sell Sharper Image
branded products in other channels of distribution. The company
filed for Chapter 11 protection on Feb. 19, 2008 (Bankr. D.
Del., Case No. 08-10322). Steven K. Kortanek, Esq. at Womble,
Carlyle, Sandridge & Rice, P.L.L.C. represents the Debtor in its
restructuring efforts. An Official Committee of Unsecured
Creditors has been appointed in the case. When the Debtor filed
for bankruptcy, it listed total assets of US$251,500,000 and
total debts of US$199,000,000.
(Sharper Image Bankruptcy News Issue No. 6, Bankruptcy
Creditors' Service Inc., http://bankrupt.com/newsstand/or
215/945-7000)
SMOBY-MAJORETTE: MI29 to Acquire Majorette Unit for EUR7 Million
----------------------------------------------------------------
The Commercial Court of Lons-le-Saunier has selected MI29 as
buyer for Smoby-Majorette S.A.'s Majorette unit, Bloomberg News
reports citing workers' representative Dominique Pecorella.
As reported in the TCR-Europe on March 10, 2008, the Court has
chosen Simba Dickie Group as buyer for Smoby-Majorette. Simba's
offer, however, excluded Majorette since it competes with its
Dickie toy car unit.
According to the report, MI29 offered to acquire Majorette's
assets, including a site in Bangkok, Thailand, at EUR7 million.
Bloomberg relates that MI29 plans to keep 55 of Majorette's 77
employees. The future of Majorette's 650-strong workforce in
Thailand however remains unseen.
About Smoby
Headquartered in Lavans les Saint-Claude, France, Smoby --
http://www.smoby.fr/-- specializes in the creation,
development, production and distribution of toys for children
from birth to age 10. Smoby has a presence in over 90 countries
globally, with commercial and/or industrial operations in South
America, Asia and throughout Europe. The Company's products are
sold worldwide through a network of 18 subsidiaries, with 65% of
sales generated outside of France. In France, the Company
employs 1, 300 workers. Its Latin America operations are found
in Argentina, Brazil and Mexico.
The Commercial Court of Lons-le-Saunier opened bankruptcy
proceedings against Smoby on March 19, 2007, upon the Debtor's
request. Smoby was hoping to snag an investor who will inject
fresh capital yet remain a minority, as the company grapples
with a EUR330-million debt. The company reported a net loss of
EUR15.87 million for the year ended March 31, 2006, compared
with a net profit of EUR1.56 million in 2005.
=======
P E R U
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BUNGE LTD: Seven Summits Research Publishes PriceWatch Alert
------------------------------------------------------------
Seven Summits Research issues PriceWatch Alerts for key stocks.
Seven Summits Strategic Investments' PriceWatch Alerts are
available at http://www.iotogo.com/s/031308A.
The PriceWatch Alerts cover these stocks:
* Altria Group Inc. (NYSE: MO),
* American Express Company (NYSE: AXP),
* Bunge Ltd. (NYSE: BG),
* Abercrombie & Fitch Co. (NYSE: ANF), and
* KLA-Tencor Corp. (Nasdaq: KLAC).
Along with Secen Summits PriceWatch Alerts, these brief reports
contain a concise market overview, economic calendar and Dynamic
Market Opportunities. PriceWatch Alerts include hedged trade
ideas designed to potentially protect investors from unexpected
market shifts. While other market reports only provide stock
news, Seven Summits offer strategies that hedge investments
against uncertainty. Hedged trades increase chances of making a
profit, even if a stock goes down.
"Our PriceWatch Alerts go beyond other market reports. Along
with a brief concise market overview, each PriceWatch Alert
provides useful strategies, which ensure potential investments
are protected with basic hedging techniques," says Seven Summits
Senior Analyst, Reid Stratton. "This brief report contains
information that can benefit expert and novice investors who
want to stay ahead of the market."
For essential information on stocks poised to move go to:
http://www.iotogo.com/s/031308Afor Seven Summits Strategic
Investments' PriceWatch Alerts.
About Seven Summits Investment Research
Seven Summits Investment Research --
http://www.SevenSummitsInvestmentResearch.com-- is an
independent investment research group, which focuses on the U.S.
equities and options markets. The company's analytical tools,
screening techniques, rigorous research methods and committed
staff provide solid information to help its clients make the
best possible investment decisions.
About Bunge Ltd.
Headquartered in White Plains, New York, Bunge Ltd. (NYSE: BG)
is a global agribusiness company which supplies fertilizer to
farmers, originates, transports and processes oilseeds, grains
and other agricultural commodities worldwide, produces food
products for commercial customers and consumers, and supplies
raw materials and services to the biofuels industry in South
America and Asia. The company has operations in Brazil, Peru
and Argentina.
* * *
As reported in the Troubled Company Reporter-Latin America on
Nov. 8, 2007, Standard & Poor's Ratings Services assigned its
'BB' rating to Bunge Ltd.'s US$750 million of 5.125% cumulative
mandatory convertible preference shares. At the same time, S&P
affirmed its 'BBB-' long-term corporate credit and other ratings
on Bunge. The outlook is stable. Pro forma for the new issue,
about US$4.2 billion of debt and preference shares of the
company are rated. Proceeds from this issue will be used to
repay debt and for general corporate purposes.
QUEBECOR WORLD: Ex-Corby Workers Set Up Taskforce w/ Unite Union
----------------------------------------------------------------
William Mitting of PrintWeek reports that former employees of
Quebecor World Inc.'s site in Corby, central United Kingdom,
have set up a taskforce with Unite, a local union, and local
authorities to attain funding for training to help them find
work.
The taskforce aims to secure funds from the government to pay
for training for workers at the Corby site, and at other firms
who lost their jobs in the area recently, the report relates.
Almost 1,000 employees lost their jobs as a result of Quebecor
World's decision to close its Corby plant.
Job Cuts with Corby Unit Receivership
As reported in the Troubled Company Reporter on Feb. 4, 2008,
Unite Assistant General Secretary, Tony Burke, said the labor
group expects to see 300 potential job losses at Quebecor World
PLC, Quebecor World's United Kingdom subsidiary, after the
Corby-based facility has been placed into receivership in
Jan. 28, 2008.
The Canadian Press reported in early February 2008, that Ian
Best and David Duggins of Ernst & Young LLP, the joint
administrators of Quebecor World's British operation, have
decided to shut down the printing plant in Corby.
The Corby facility is located in the central U.K. about 70 miles
north of London. It employed approximately 290 people and
produced magazines, catalogs and specialty print products for
marketing and advertising campaigns.
According to the report, at least 250 workers will lose their
jobs due to the closure.
The Canadian Press related that Messrs. Best and Duggins were
not able to find a buyer who would continue operating the plant.
"The only interest expressed by potential investors were in the
assets, including the building and machinery, of Quebecor World
in the United Kingdom," The Canadian Press reported.
Tony Burke, assistant secretary-general of Unite, the union
representing workers at the Corby plant, blamed the Quebecor
parent company in Canada, The Canadian press noted.
About Quebecor World
Based in Montreal, Quebec, Quebecor World Inc. (TSX: IQW) (NYSE:
IQW), -- http://www.quebecorworldinc.com/-- provides market
solutions, including marketing and advertising activities, well
as print solutions to retailers, branded goods companies,
catalogers and to publishers of magazines, books and other
printed media. It has 127 printing and related facilities
located in North America, Europe, Latin America and Asia. In
the United States, it has 82 facilities in 30 states, and is
engaged in the printing of books, magazines, directories, retail
inserts, catalogs and direct mail. In Canada it has 17
facilities in five provinces, through which it offers a mix of
printed products and related value-added services to the
Canadian market and internationally. The company has operations
in Mexico, Brazil, Colombia, Chile, Peru, Argentina and the
British Virgin Islands.
The company is an independent commercial printer in Europe with
19 facilities, operating in Austria, Belgium, Finland, France,
Spain, Sweden, Switzerland and the United Kingdom. In March
2007, it sold its facility in Lille, France. Quebecor World
(USA) Inc. is its wholly owned subsidiary.
Quebecor World and 53 of its subsidiaries, including those in
Canada, filed a petition under the Companies' Creditors
Arrangement Act before the Superior Court of Quebec, Commercial
Division, in Montreal, Canada, on Jan. 20, 2008. The Honorable
Justice Robert Mongeon oversees the CCAA case. Francois-David
Pare, Esq., at Ogilvy Renault, LLP, represents the Company in
the CCAA case. Ernst & Young Inc. was appointed as Monitor.
On Jan. 21, 2008, Quebecor World (USA) Inc., its U.S.
subsidiary, along with other U.S. affiliates, filed for chapter
11 bankruptcy on Jan. 21, 2008 (Bankr. S.D.N.Y Lead Case No.
08-10152). Anthony D. Boccanfuso, Esq., at Arnold & Porter LLP
represents the Debtors in their restructuring efforts. The
Official Committee of Unsecured Creditors is represented by Akin
Gump Strauss Hauer & Feld LLP.
Based in Corby, Northamptonshire, Quebecor World PLC --
http://www.quebecorworldplc.com/-- is the U.K. subsidiary of
Quebecor World Inc. that specializes in web offset magazines,
catalogues and specialty print products for marketing and
advertising campaigns. The company employs around 290 people.
Quebecor PLC was placed into administration with Ian Best and
David Duggins of Ernst & Young LLP appointed as joint
administrators effective Jan. 28, 2008.
As of Sept. 30, 2007, Quebecor World's unaudited consolidated
balance sheet showed total assets of US$5,554,900,000, total
liabilities of US$3,964,800,000, preferred shares of
US$175,900,000, and total shareholders' equity of
US$1,414,200,000.
The company has until May 20, 2008, to file a plan of
reorganization in the Chapter 11 case. The Debtors' CCAA stay
has been extended to May 12, 2008. (Quebecor World Bankruptcy
News, Issue No. 8; Bankruptcy Creditors' Service, Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
* * *
As reported in the Troubled Company Reporter-Latin America on
Feb. 13, 2008, Moody's Investors Service assigned a Ba2 rating
to the US$400 million super priority senior secured revolving
term loan facility of Quebecor World Inc. as a Debtor-in-
Possession. The related US$600 million super priority senior
secured term loan was rated Ba3 (together, the DIP facilities).
The RTL's better asset value coverage relative to the TL
accounts for the ratings' differential.
====================
P U E R T O R I C O
====================
ADELPHIA COMMS: Court Okays New Settlement With D&O Insurers
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
approved a new settlement agreement between reorganized Adelphia
Communications Corp. and its debtor-affiliates and certain of
its insurers, relating to directors' and officers' liability
insurance policies.
The ACOM Debtors previously sought Court approval of a
settlement agreement pursuant to which three of their insurers
agreed to pay US$32,500,000 in return for being fully released
under the directors and officers liability insurance policies
that the insurers issued to Adelphia. The Initial D&O
Settlement was conditioned on the establishment of an injunction
that channels claims other insureds might make against the D&O
Policies to the US$32,500,000 settlement fund. The Court
disapproved the Initial Settlement, noting that it was not
authorized to issue the channeling injunction.
Pursuant to Rule 9019 of the Federal Rules of Bankruptcy
Procedure, the Reorganized ACOM Debtors sought and obtained the
Court's approval of a new settlement agreement among:
* ACOM;
* The Adelphia Recovery Trust;
* Insurance companies Associated Electric & Gas Insurance
Services Limited, Federal Insurance Company, and Greenwich
Insurance Company; and
* Insureds Dennis P. Coyle, Leslie J. Gelber, Erland E.
Kailbourne, Pete J. Metros, James P. Rigas, John J. Rigas,
Michael J. Rigas, Timothy J. Rigas, Doris Rigas, Michael C.
Mulcahey, Peter Venetis, and Ellen Rigas Venetis.
AEGIS, Federal Insurance, and Greenwich Insurance issued three
directors and officers liability insurance policies to ACOM that
provide US$50,000,000 of liability insurance coverage in the
aggregate. The AEGIS Policy provides US$25,000,000 of insurance
coverage for claims first made during the period from Dec. 31,
2000, to Dec. 31, 2005. The Federal Insurance Policy provides
US$15,000,000 of insurance coverage for claims first made during
the period from Dec. 31, 2000, to Dec. 31, 2003. The Greenwich
Policy provides US$10,000,000 of insurance coverage for claims
first made during the period from Dec. 31, 2000, to Dec. 31,
2003.
The D&O Policies cover defense costs and indemnity obligations
imposed by judgments or settlements in relation to claims made
by third parties alleging damages arising out of "wrongful acts"
by one or more of the Insureds. The D&0 Policies cover those
costs and indemnity obligations whether or not ACOM reimburses
those costs and indemnity obligations. The D&O Policies also
cover the Reorganized Debtors' own defense costs and indemnity
obligations imposed by judgments or settlements in relation to
securities claims.
The Insurers believe that alleged material misrepresentations
made to them in connection with the issuance of the D&O Policies
warrant rescission of the Policies. The Insurers have sent
notices to the persons covered under the D&O Policies, informing
them that the Insurers are rescinding coverage under the
Policies and are treating the insurance coverage as void ab
initio. Pursuant to their notices of rescission, the Insurers
believe they are not obligated to make any payments pursuant to
the D&O Policies to the affected parties. The Insurers also
believe ACOM does not have coverage for payments made to
indemnify any of the affected parties for their defense costs.
After the Court denied the Initial D&O Settlement in March 2007,
the parties entered into further negotiations and reached a New
D&O Settlement on Nov. 19, 2007.
Pursuant to the New D&O Settlement, the Insurers agree to pay
ACOM, the Trust, and the Insureds US$32,703,242, including
US$13,272,744 that AEGIS has already advanced for defense costs
incurred by several Insureds. In particular, AEGIS will account
for US$20,801,819 of the Settlement Amount; Federal Insurance
will contribute US$7,140,850; and Greenwich will pay
US$4,760,566.
In return, ACOM, the Trust, and the Insureds will fully release
the Insurers from any further liability under the D&O policies.
The New Settlement does not call for any channeling injunction.
A full-text copy of the New Settlement is available for free at:
http://researcharchives.com/t/s?2919
Donald W. Brown, Esq., at Covington & Burling LLP, in New York,
relates that while the New Settlement does not provide for
payment of insurance proceeds to ACOM, it significantly benefits
ACOM in at least three ways.
First, the New Settlement requires that US$14,500,000 of the
Settlement Amount will be used to settle seven securities
lawsuits, including a class action, as against independent
directors Dennis P. Coyle, Leslie J. Gelber, Erland E.
Kailbourne, Pete J. Metros. The US$4,930,497 remaining
Settlement Amount, taking into account the US$13,272,744 in
already advanced defense costs, is to be allocated among the
Individual Insureds other than the Independent Directors.
Amounts paid to settle the securities lawsuits on behalf of the
Independent Directors, as well as continuing defense costs
incurred by the Directors, otherwise would have been paid by
ACOM pursuant to its continuing prepetition indemnity
obligations as provided in the ACOM Debtors' confirmed Plan of
Reorganization, Mr. Brown notes.
Second, the New Settlement releases the Reorganized ACOM Debtors
from their indemnification obligations to the Independent
Directors pursuant to their corporate charters and by-laws
except for an obligation to pay certain litigation-related
expenses in a total amount capped at US$250,000.
Third, the New Settlement resolves the lawsuit filed by the
Insurers in the Eastern District of Pennsylvania seeking to
rescind the D&O Policies or otherwise obtain a judicial
declaration of no coverage, relieving ACOM of the financial and
other burdens of proceeding with that litigation.
ACOM maintains that it has strong arguments to support its
claims of coverage under the D&O Policies. ACOM, however,
recognizes that there is a risk that the D&O Policies will be
rescinded, leaving it with absolutely no insurance coverage.
Even if the Policies are not rescinded, there is still a risk
that only some or none of the available policy limits will be
available to ACOM. In light of those risks, combined with the
high cost of continued litigation, the Reorganized Debtors have
determined that settling their disputes with the Insurers and
the Insureds pursuant to the terms of the New Settlement is in
their best interest.
Ancillary Agreements Reached
The negotiations surrounding the Settlement Agreement resulted
in two additional, related agreements -- one between ACOM and
the Independent Directors, and the other between ACOM and the
Insurers. Pursuant to the Additional Agreements, Adelphia
assumes certain limited, contingent obligations.
At the Reorganized ACOM Debtors' behest, the Court permitted the
Debtors to file the two Ancillary Agreements. The Agreements
will only be served on counsel for the parties to the Agreements
and other parties as ordered by the Court.
The Ancillary Agreements contain sensitive business information
that, if disclosed, will make it improbable for the New D&O
Settlement Agreement to be effectuated, resulting in increased
costs to ACOM's estate, Mr. Brown explains.
The Reorganized ACOM Debtors aver that the Ancillary Agreements
are reasonable and represent fair resolution of issues
surrounding the D&O Policies.
About the Adelphia Recovery Trust
The Adelphia Recovery Trust is a Delaware Statutory Trust that
was formed pursuant to the ACOM Debtors' First Modified Fifth
Amended Joint Plan of Reorganization, which became effective
Feb. 13, 2007. The ART holds certain litigation claims
transferred pursuant to the Plan against various third parties
and exists to prosecute the causes of action transferred to it
for the benefit of holders of ART interests.
About Adelphia Comms
Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation (OTC: ADELQ) -- http://www.adelphia.com/--
is a cable television company. Adelphia serves customers in 30
states and Puerto Rico, and offers analog and digital video
services, Internet access and other advanced services over its
broadband networks. The company and its more than 200
affiliates filed for Chapter 11 protection in the Southern
District of New York on June 25, 2002. Those cases are jointly
administered under case number 02-41729. Willkie Farr &
Gallagher represents the Debtors in their restructuring efforts.
PricewaterhouseCoopers serves as the Debtors' financial advisor.
Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin,
Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.
Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family. In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC. The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642). Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates' chapter 11
cases. The Bankruptcy Court confirmed the Debtors' Modified
Fifth Amended Joint Chapter 11 Plan of Reorganization on
Jan. 5, 2007. That plan became effective on Feb. 13, 2007.
(Adelphia Bankruptcy News, Issue No. 185; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)
ADELPHIA COMMS: Supreme Court Dismisses John Rigas' Appeal
----------------------------------------------------------
The U.S. Supreme Court has rejected an appeal without comment by
John Rigas, founder of Adelphia Communications Corp. and his
son, Timothy, to have their fraud convictions overturned.
ACOM, formerly the cable TV franchise holder for much of Western
New York, ended up in bankruptcy before being sold to Time
Warner Cable and Comcast Corp. Mr. Rigas founded ACOM and his
son, Timothy, was the chief financial officer for what became
the nation's fifth largest cable TV operation. Both men are
serving lengthy prison sentences, John, 15 years, and Timothy,
20 years, for their role in stealing from the company.
Some US$2,200,000,000 was used by the Rigas family for personal
expenses, Investrend says, citing federal prosecutors. The
Rigases appealed multiple convictions on charges of conspiracy
and fraud.
About the Adelphia Recovery Trust
The Adelphia Recovery Trust is a Delaware Statutory Trust that
was formed pursuant to the ACOM Debtors' First Modified Fifth
Amended Joint Plan of Reorganization, which became effective
Feb. 13, 2007. The ART holds certain litigation claims
transferred pursuant to the Plan against various third parties
and exists to prosecute the causes of action transferred to it
for the benefit of holders of ART interests.
About Adelphia Comms
Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation (OTC: ADELQ) -- http://www.adelphia.com/--
is a cable television company. Adelphia serves customers in 30
states and Puerto Rico, and offers analog and digital video
services, Internet access and other advanced services over its
broadband networks. The company and its more than 200
affiliates filed for Chapter 11 protection in the Southern
District of New York on June 25, 2002. Those cases are jointly
administered under case number 02-41729. Willkie Farr &
Gallagher represents the Debtors in their restructuring efforts.
PricewaterhouseCoopers serves as the Debtors' financial advisor.
Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin,
Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.
Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family. In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC. The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642). Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates' chapter 11
cases. The Bankruptcy Court confirmed the Debtors' Modified
Fifth Amended Joint Chapter 11 Plan of Reorganization on
Jan. 5, 2007. That plan became effective on Feb. 13, 2007.
(Adelphia Bankruptcy News, Issue No. 185; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000).
ADELPHIA COMMS: Settles Dispute on NBC Rejection Claims
-------------------------------------------------------
Reorganized Adelphia Communications Corp. and its debtor-
affiliates have reached a settlement agreement resolving certain
NBC Rejection Claims.
In August 2006, National Broadcasting Company, Bravo Company,
CNBC, Inc., MSNBC Cable, L.L.C., and Universal Television
Networks filed Claim Nos. 19606, 19607, 19608, 19609, 19610,
19611, 19612, and 19613 against the ACOM Debtors, asserting
about US$11,969,064 plus unliquidated amounts in contract
rejection damages. Subsequently, the ACOM Debtors disputed the
NBC Rejection Claims.
The Reorganized ACOM Debtors and the NBC Affiliates have decided
to settle their claims dispute. In a stipulation with the NBC
Affiliates, the Reorganized ACOM Debtors agree to:
(a) withdraw their objection to the NBC Rejection Claims; and
(b) grant CNBC a US$7,150,000 Allowed ACC Other Unsecured
Claim, as that term is defined in the ACOM Debtors' First
Modified Fifth Amended Joint Plan of Reorganization,
against ACOM.
In return, the NBC Affiliates agree to withdraw the NBC
Rejection Claims.
Both parties further agree to waive and release any and all
claims against each other related to the NBC Rejection Claims
and
the Claims Objection.
The parties ask the U.S. Bankruptcy Court for the Southern
District of New York to approve their stipulation.
About the Adelphia Recovery Trust
The Adelphia Recovery Trust is a Delaware Statutory Trust that
was formed pursuant to the ACOM Debtors' First Modified Fifth
Amended Joint Plan of Reorganization, which became effective
Feb. 13, 2007. The ART holds certain litigation claims
transferred pursuant to the Plan against various third parties
and exists to prosecute the causes of action transferred to it
for the benefit of holders of ART interests.
About Adelphia Comms
Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation (OTC: ADELQ) -- http://www.adelphia.com/--
is a cable television company. Adelphia serves customers in 30
states and Puerto Rico, and offers analog and digital video
services, Internet access and other advanced services over its
broadband networks. The company and its more than 200
affiliates filed for Chapter 11 protection in the Southern
District of New York on June 25, 2002. Those cases are jointly
administered under case number 02-41729. Willkie Farr &
Gallagher represents the Debtors in their restructuring efforts.
PricewaterhouseCoopers serves as the Debtors' financial advisor.
Kasowitz, Benson, Torres & Friedman, LLP, and Klee, Tuchin,
Bogdanoff & Stern LLP represent the Official Committee of
Unsecured Creditors.
Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas Manged Entities, are
entities that were previously held or controlled by members of
the Rigas family. In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC. The RME Debtors filed for chapter 11
protection on March 31, 2006 (Bankr. S.D.N.Y. Case Nos. 06-10622
through 06-10642). Their cases are jointly administered under
Adelphia Communications and its debtor-affiliates' chapter 11
cases. The Bankruptcy Court confirmed the Debtors' Modified
Fifth Amended Joint Chapter 11 Plan of Reorganization on
Jan. 5, 2007. That plan became effective on Feb. 13, 2007.
(Adelphia Bankruptcy News, Issue No. 185; Bankruptcy Creditors'
Service, Inc., http://bankrupt.com/newsstand/or 215/945-7000)
AEROMED SERVICES: Hires Alexis Fuentes-Hernandez as Counsel
-----------------------------------------------------------
Aeromed Services Corp. obtained permission from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ
Alexis Fuentes-Hernandez, Esq., at Fuentes Law Offices, as its
bankruptcy counsel.
Documents submitted to the Court did not disclose the firm's
specific services to be rendered to the Debtor.
The firm is expected to bill the Debtor US$175 per hour for its
services, and has received a US$10,000 retainer from the Debtor.
Mr. Fuentes-Hernandez assured the Court that his firm is a
"disinterested person" as that term is defined in Section
101(14) of the U.S. Bankruptcy Code.
Subsequent Objection
Donald F. Walton, the U.S. Trustee for Region 21, objected to
the application, telling the Court that Mr. Fuentes-Hernandez
holds or represents an interest adverse to the estate.
Mr. Walton disclosed that the attorney is currently handling a
pending bankruptcy case of Advanced Cardiology Center Corp., of
which the Debtor holds an undisputed, unsecured claim.
Mr. Fuentes-Hernandez however, refutes the objection, contending
that his representations of both Debtors do not create a
conflict of interest. He argues that the dual representation of
Aeromed and Advanced Cardiology is permissible under Section 327
of the U.S. Bankruptcy Code, and that the two Debtors share an
identity of interest.
Mr. Fuentes-Hernandez can be reached at:
Alexis Fuentes-Hernandez, Esq.
Fuentes Law Offices
405 San Francisco Street, Suite 4-A
Old San Juan, Puerto Rico 00901
Tel: (787) 607-3436
Fax: (787) 722-5206
Based in San Juan, Puerto Rico, Aeromed Services Corp. --
http://www.aeromedems.com/-- offers air ambulance services.
The company filed for Chapter 11 protection on Jan. 31, 2007
(Bankr. D. P.R. Case No. 08-00518). Alexis Fuentes-Hernandez,
Esq. represents the Debtor in its restructuring efforts. The
Debtor's schedules of assets and liabilities reflect total
assets of US$2,639,407, and total liabilities of US$3,847,262.
=================
V E N E Z U E L A
=================
NORTHWEST AIRLINES: Court Denies Panel Advisors' Completion Fees
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
denied the request of Lazard Freres & Co. LLC, for allowance of
a US$3,250,000 completion fee, for its services as financial
advisors for the Official Committee of Unsecured Creditors of
Northwest Airlines Corp.
In a separate decision, Judge Allan L. Gropper also denied the
request filed by FTI Consulting Inc., financial advisors for the
Creditors Committee, for a US$1,000,000 completion fee.
The Court noted that neither Lazard nor FTI Consulting included
terms in their individual employment applications under which
they would be entitled to receive a success or completion fee.
Therefore, Judge Gropper said, only their rights to receive
compensation for US$275,000 per month, reimbursement for
reasonable expenses and the "right to request a success or
completion fee" are entitled to consideration under the
"improvident standard" of Section 328(a) of the Bankruptcy Code.
"Lazard and FTI received exactly what they bargained for -- the
right to make a request," Judge Gropper maintained. "The Court
gave both parties several opportunities to support their fee
requests, allowed discovery, conducted a hearing and accepted
any paper they chose to submit."
However, neither professionals' application for a success or
completion fee met the standards outlined under Section 330 of
the Bankruptcy Court, the Court stated.
Lazard Freres and FTI to Take an Appeal
Lazard Freres & Co. LLC informs the Court that it will take an
appeal to the U.S. District Court for the Southern District of
New York from Judge Gropper's order dated Feb. 29, 2008, denying
Lazard's request for a completion fee for US$3,250,000, for
services it rendered as financial advisors to the Committee.
FTI Consulting, Inc., also informs the Court that it will take
an appeal to the U.S. District Court for the Southern District
of New York from Judge Gropper's order dated Feb. 29, 2008,
denying FTI's request for a US$1,000,000 modified completion
fee, for services it rendered as financial advisors to
Committee.
Further, the Committee informs the Court that it will take an
appeal to the U.S. District Court for the Southern District of
New York from Judge Gropper's order dated Feb. 29, 2008, denying
Lazard Freres and FTI Consulting's modified completion fees.
About Northwest Airlines
Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/--
is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about
1,400 daily departures. Northwest is a member of SkyTeam, an
airline alliance that offers customers one of the world's most
extensive global networks. Northwest and its travel partners
serve more than 1000 cities in excess of 160 countries on six
continents. Northwest and its travel partners serve more than
1000 cities in excess of 160 countries on six continents,
including Italy, Spain, Japan, China, Venezuela and Argentina.
The company and 12 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). Bruce
R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader,
Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq.,
at Cadwalader, Wickersham & Taft LLP in Washington represent the
Debtors in their restructuring efforts. The Official Committee
of Unsecured Creditors has retained Akin Gump Strauss Hauer &
Feld LLP as its bankruptcy counsel in the Debtors' chapter 11
cases.
When the Debtors filed for bankruptcy, they listed
US$14.4 billion in total assets and US$17.9 billion in total
debts. On Jan. 12, 2007 the Debtors filed with the Court their
Chapter 11 Plan. On Feb. 15, 2007, they Debtors filed an
Amended Plan & Disclosure Statement. The Court approved the
adequacy of the Debtors' Disclosure Statement on March 26, 2007.
On May 21, 2007, the Court confirmed the Debtors' Plan. The
Plan took effect May 31, 2007. (Northwest Bankruptcy News,
Issue No. 88; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
NORTHWEST AIRLINES: Balks at U.S. Bank's Lease Rejection Claim
--------------------------------------------------------------
Northwest Airlines Corp. and its debtor-affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to
expunge Claim No. 9841 filed by U.S. Bank, National Association,
to the extent the Claim exceeds the damages permitted pursuant
to an underlying lease agreement between the Debtors and First
National Bank of Boston, as owner trustee.
The Debtors and First National Bank of Boston entered into the
Lease on April 1, 1987, pursuant to which the Debtors leased a
Boeing 757-251 aircraft bearing registration number N524US.
Subsequently, U.S. Bank succeeded First National Bank of Boston
as Owner Trustee.
Mark C. Ellenberg, Esq., at Cadwalader, Wickersham & Taft LLP,
in Washington, D.C., informs Judge Allan L. Gropper that the
Lease is governed by New York law, and runs from July 15, 1987,
through and including July 15, 2009.
According to Mr. Ellenberg, the Debtors did not owe any rent
under the Lease as of the Petition Date. Moreover, the Lease
provides for a "stipulated loss value" calculated at
US$18,676,651, Mr. Ellenberg notes.
Among other events, the Debtors' failure to pay rent or to
generally perform any covenant or agreement under any operative
document constitutes an Event of Default. The Leases provide
for
the remedies available to U.S. Bank upon the occurrence of an
event of default by the Debtors:
-- the right to demand return of the Aircraft;
-- the right to sell, hold or re-let the Aircraft;
-- liquidated damages consisting of past unpaid rent plus SLV
less the fair market sales value for the Aircraft;
-- liquidated damages for the loss of rent after the Aircraft
is sold in an amount equal to the SLV less the sale
proceeds received for the Aircraft; or
-- the right to rescind the Lease.
On the bankruptcy filing, the Debtors sought to reject the
Lease. After the Court approved the lease rejection, U.S. Bank
took possession of the Aircraft.
U.S. Bank thereafter sold the Aircraft, Mr. Ellenberg relates.
The Debtors do not know the sale price, he adds.
U.S. Bank filed Claim No. 9841 on Aug. 15, 2006, demanding
US$15,916,571 in connection with the Debtors' rejection of the
Lease. According to the claim form, Mr. Ellenberg notes, the
amount requested is comprised of:
(1) US$18,767,993 SLV; plus
(2) US$698,337 in estimated fees and expenses; less
(3) US$3,549,759 corresponding to the purported discounted
fair market rental value of the Aircraft for the duration
of the Lease.
U.S. Bank does not cite any specific Lease provision or supply
other documentary support for its damages claim, Mr. Ellenberg
points out.
The Debtors dispute U.S. Bank's assertion that US$3,549,759
represents the discounted fair market rental value of the
Aircraft for the duration of the Lease.
Industry publications, like the Airliner Price Guide reflect a
fair market value of US$8,900,000 for the Aircraft, Mr.
Ellenberg informs the Court. This suggests that the fair market
rental value for the duration of the Lease should be
substantially in excess of US$3,549,759, he adds.
The Debtors also oppose U.S. Bank's estimated fee and expense
claims because they are based on bare, "conclusory allegations",
and are not substantiated by sufficient documentation
demonstrating that U.S. Bank actually incurred the costs or that
the costs were reasonable or justifiable, Mr. Ellenberg says.
About Northwest Airlines
Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/--
is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about
1,400 daily departures. Northwest is a member of SkyTeam, an
airline alliance that offers customers one of the world's most
extensive global networks. Northwest and its travel partners
serve more than 1000 cities in excess of 160 countries on six
continents. Northwest and its travel partners serve more than
1000 cities in excess of 160 countries on six continents,
including Italy, Spain, Japan, China, Venezuela and Argentina.
The company and 12 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). Bruce
R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader,
Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq.,
at Cadwalader, Wickersham & Taft LLP in Washington represent the
Debtors in their restructuring efforts. The Official Committee
of Unsecured Creditors has retained Akin Gump Strauss Hauer &
Feld LLP as its bankruptcy counsel in the Debtors' chapter 11
cases.
When the Debtors filed for bankruptcy, they listed
US$14.4 billion in total assets and US$17.9 billion in total
debts. On Jan. 12, 2007 the Debtors filed with the Court their
Chapter 11 Plan. On Feb. 15, 2007, they Debtors filed an
Amended Plan & Disclosure Statement. The Court approved the
adequacy of the Debtors' Disclosure Statement on March 26, 2007.
On May 21, 2007, the Court confirmed the Debtors' Plan. The
Plan took effect May 31, 2007. (Northwest Bankruptcy News,
Issue No. 88; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
NORTHWEST AIRLINES: Signs Settlement Agreement With IAM
-------------------------------------------------------
Pursuant to Rule 9019(a) of the Federal Rules of Bankruptcy
Procedure, Northwest Airlines Corp. ask the U.S. Bankruptcy
Court for the Southern District of New York to approve a
settlement agreement with the International Association of
Machinists and Aerospace Workers, AFL-CIO District Lodge 143,
resolving:
-- the IAM's Claim No. 8961; and
-- any IAM prepetition grievances including the grievances
listed and attached to Claim No. 8961 -- with the
exception of Grievance #176534 relating to the termination
of Miro Monghi.
Gregory M. Petrick, Esq., at Cadwalader, Wickersham & Taft LLP,
in New York, relates that the IAM filed Claim No. 8961 against
the Debtors on August 14, 2006 -- asserting a claim for
US$10,020,665 -- for prepetition employment grievances against
the Debtors.
Under the terms of the Settlement, in full and final
satisfaction of the Grievances:
(a) Claim No. 8961 is liquidated and fixed at US$3,000,000,
and allowed as a general unsecured claim against the
Debtors' estate;
(b) IAM will also have a US$1,000,000 allowed administrative
expense claim, "as a result of the process under Section
1113(c) of the Bankruptcy Code", and certain ratified IAM
restructuring letters of agreement.
Any amount in excess of the Allowed Claims is disallowed in its
entirety. Upon the Court's approval of the Settlement, the IAM
will withdraw all of the Grievances.
If the Settlement is approved by the Court, the Debtors will
make a catch-up distribution on the Unsecured Claim, on the
first business day that is at least 11 days after the approval,
provided that there has been no appeal or stay of any order
approving the Settlement.
About Northwest Airlines
Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/--
is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about
1,400 daily departures. Northwest is a member of SkyTeam, an
airline alliance that offers customers one of the world's most
extensive global networks. Northwest and its travel partners
serve more than 1000 cities in excess of 160 countries on six
continents. Northwest and its travel partners serve more than
1000 cities in excess of 160 countries on six continents,
including Italy, Spain, Japan, China, Venezuela and Argentina.
The company and 12 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). Bruce
R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader,
Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq.,
at Cadwalader, Wickersham & Taft LLP in Washington represent the
Debtors in their restructuring efforts. The Official Committee
of Unsecured Creditors has retained Akin Gump Strauss Hauer &
Feld LLP as its bankruptcy counsel in the Debtors' chapter 11
cases.
When the Debtors filed for bankruptcy, they listed
US$14.4 billion in total assets and US$17.9 billion in total
debts. On Jan. 12, 2007 the Debtors filed with the Court their
Chapter 11 Plan. On Feb. 15, 2007, they Debtors filed an
Amended Plan & Disclosure Statement. The Court approved the
adequacy of the Debtors' Disclosure Statement on March 26, 2007.
On May 21, 2007, the Court confirmed the Debtors' Plan. The
Plan took effect May 31, 2007. (Northwest Bankruptcy News,
Issue No. 88; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
NORTHWEST AIRLINES: FMR LLC Discloses 10.4% Equity Stake
--------------------------------------------------------
In a regulatory filing with the United States Securities and
Exchange Commission dated March 10, 2008, FMR LLC and Edward C.
Johnson, III disclosed that at March 7, 2008, they each owned
24,330,232 shares of Northwest Airlines Corporation common
stock. The individual holdings of FMR and Mr. Johnson each
represent 10.409% of the total outstanding shares of Northwest.
According to the SEC report, FMR has the sole power to vote or
direct the vote of 880,993 shares, and the sole power to dispose
of or to direct the disposition of the 24,330,232 shares it
owns. Mr. Johnson has the sole power to dispose or to direct
the disposition of the 24,330,232 shares he owns.
Joseph Mari, on behalf of FMR, stated that various persons have
the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, the Common
Stock of Northwest. However, Mr. Mari reported that no one
person's interest in the Common Stock of Northwest is more than
5% of the total outstanding Common Stock.
Fidelity Management & Research Company, a wholly-owned
subsidiary of FMR, and an investment adviser registered under
the Investment Advisers Act of 1940, is the beneficial owner of
24,222,998 shares or 10.363% of the Common Stock outstanding of
Northwest, as a result of acting as investment adviser to
various investment companies -- the Funds -- registered under
the Investment Company Act of 1940, Mr. Mari explained.
Mr. Johnson and FMR, through its control of Fidelity and the
Funds, each has sole power to dispose of the 24,222,998 shares
owned by the Funds.
According to Mr. Mari, members of the family of Mr. Johnson,
chairman of FMR, are the predominant owners, directly or through
trusts, of Series B voting common shares of FMR, representing
49% of the voting power of FMR. The Johnson family group and
all other Series B shareholders have entered into a
shareholders' voting agreement under which all Series B voting
common shares will be voted in accordance with the majority vote
of Series B voting common shares. Accordingly, through their
ownership of voting common shares and the execution of the
shareholders' voting agreement, members of the Johnson family
may be deemed, under the Investment Company Act of 1940, to form
a controlling group with respect to FMR.
Neither FMR nor Mr. Johnson, has the sole power to vote or
direct the voting of the shares owned directly by the Fidelity
Funds, which power resides with the Funds' Boards of Trustees.
Fidelity carries out the voting of the shares under written
guidelines established by the Funds' Boards of Trustees.
Pyramis Global Advisors Trust Company, an indirect wholly-owned
subsidiary of FMR and a bank as defined in the Securities
Exchange Act of 1934, is the beneficial owner of 92,632 shares
or 0.040% of the outstanding Common Stock of the Northwest, as a
result of its serving as investment manager of institutional
accounts owning the shares.
Mr. Johnson and FMR, through its control of Pyramis Global
Advisors Trust Company, each has sole dispositive power over
92,632 shares and sole power to vote or to direct the voting of
51,191 shares of Common Stock owned by the institutional
accounts managed by PGATC.
FIL Limited, formerly known as Fidelity International Limited,
and various foreign-based subsidiaries, provide investment
advisory and management services to a number of non-U.S.
investment companies and certain institutional investors. FIL
is the beneficial owner of 14,602 shares or 0.006% of the Common
Stock outstanding of Northwest.
Partnerships controlled predominantly by members of the family
of Mr. Johnson, chairman of FMR and FIL, or trusts for their
benefit, own shares of FIL voting stock with the right to cast
approximately 47% of the total votes which may be cast by all
holders of FIL voting stock. FMR and FIL are separate and
independent corporate entities, and their Boards of Directors
are generally composed of different individuals.
FMR and FIL are of the view that they are not acting as a
"group" for purposes of Securities Exchange Act of 1934, and
that they are not otherwise required to attribute to each other
the "beneficial ownership" of securities "beneficially owned" by
the other corporation within the meaning of Rule 13d-3
promulgated under the 1934 Act, Mr. Mari said.
Therefore, they are of the view that the shares held by the
other corporation need not be aggregated for purposes of Section
13(d). However, FMR made the SEC filing on a voluntary basis,
as if all of the shares are beneficially owned by FMR and FIL on
a joint basis, Mr. Mari further explained.
About Northwest Airlines
Northwest Airlines Corp. (NYSE: NWA) -- http://www.nwa.com/--
is the world's fourth largest airline with hubs at Detroit,
Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and about
1,400 daily departures. Northwest is a member of SkyTeam, an
airline alliance that offers customers one of the world's most
extensive global networks. Northwest and its travel partners
serve more than 1000 cities in excess of 160 countries on six
continents. Northwest and its travel partners serve more than
1000 cities in excess of 160 countries on six continents,
including Italy, Spain, Japan, China, Venezuela and Argentina.
The company and 12 affiliates filed for chapter 11 protection on
Sept. 14, 2005 (Bankr. S.D.N.Y. Lead Case No. 05-17930). Bruce
R. Zirinsky, Esq., and Gregory M. Petrick, Esq., at Cadwalader,
Wickersham & Taft LLP in New York, and Mark C. Ellenberg, Esq.,
at Cadwalader, Wickersham & Taft LLP in Washington represent the
Debtors in their restructuring efforts. The Official Committee
of Unsecured Creditors has retained Akin Gump Strauss Hauer &
Feld LLP as its bankruptcy counsel in the Debtors' chapter 11
cases.
When the Debtors filed for bankruptcy, they listed
US$14.4 billion in total assets and US$17.9 billion in total
debts. On Jan. 12, 2007 the Debtors filed with the Court their
Chapter 11 Plan. On Feb. 15, 2007, they Debtors filed an
Amended Plan & Disclosure Statement. The Court approved the
adequacy of the Debtors' Disclosure Statement on March 26, 2007.
On May 21, 2007, the Court confirmed the Debtors' Plan. The
Plan took effect May 31, 2007. (Northwest Bankruptcy News,
Issue No. 88; Bankruptcy Creditors' Service Inc.,
http://bankrupt.com/newsstand/or 215/945-7000)
===========
X X X X X X
===========
* S&P: U.S. Recession Likely Offset Growth in LatAm Countries
-------------------------------------------------------------
Local industry dynamics and strong macroeconomic fundamentals in
the major Latin American countries will most likely offset a
moderate recession in the United States, said Standard & Poor's
Ratings Services in a report titled, "The Impact Of A U.S.
Recession On Latin American Companies."
Most likely, the manufacturing, export-oriented companies will
suffer the negative effects first. The low-cost commodity
producers and consumer-oriented companies will continue to
perform well due to dynamic internal demand and high commodity
prices. S&P expect banks to keep supplying credit to the
economy as they are still liquid and well capitalized, but they
are being more selective in granting credit, and have repriced
risk accordingly.
"We expect economic growth in the region to remain positive,
although at lower levels than in 2006 and 2007, due to an
overall improvement in domestic liquidity, monetary conditions,
and lower external debt burden," said S&P's credit analyst
Eduardo Uribe.
* BOND PRICING: For the Week March 10 - March 14, 2008
------------------------------------------------------
Issuer Coupon Maturity Currency Price
------ ------ -------- -------- -----
ARGENTINA
---------
Argnt-Bocon PR11 2.000 12/3/10 ARS 61.35
Argnt-Bocon PR13 2.000 3/15/24 ARS 65.20
Arg Boden 2.000 9/30/08 ARS 29.81
Argent-EURDIS 7.820 12/31/33 EUR 74.31
Argent-Par 0.630 12/31/38 ARS 39.72
BRAZIL
------
CESP 9.750 1/15/15 BRL 64.12
CAYMAN ISLANDS
--------------
Vontobel Cayman 6.400 3/28/08 CHF 67.55
Vontobel Cayman 6.533 3/27/08 CHF 65.35
Vontobel Cayman 7.812 3/27/08 EUR 70.90
Vontobel Cayman 8.250 4/25/08 CHF 66.80
Vontobel Cayman 8.250 7/28/08 CHF 41.60
Vontobel Cayman 8.300 3/20/08 CHF 45.00
Vontobel Cayman 8.500 3/27/08 CHF 54.80
Vontobel Cayman 8.750 3/27/08 CHF 39.25
Vontobel Cayman 8.900 3/27/08 CHF 66.75
Vontobel Cayman 9.050 7/1/08 CHF 69.50
Vontobel Cayman 9.100 10/31/08 CHF 63.80
Vontobel Cayman 9.250 3/27/08 CHF 72.70
Vontobel Cayman 10.000 10/24/08 CHF 49.40
Vontobel Cayman 10.400 3/27/08 CHF 68.70
Vontobel Cayman 10.400 7/8/08 CHF 53.00
Vontobel Cayman 10.800 9/26/08 CHF 52.80
Vontobel Cayman 10.850 3/27/08 EUR 56.75
Vontobel Cayman 10.900 9/26/08 CHF 49.60
Vontobel Cayman 11.000 6/20/08 CHF 39.20
Vontobel Cayman 11.500 6/27/08 EUR 59.55
Vontobel Cayman 11.500 7/22/08 CHF 65.40
Vontobel Cayman 13.750 9/26/08 EUR 73.70
Vontobel Cayman 20.000 1/23/09 EUR 71.60
JAMAICA
-------
Jamaica Govt LRS 7.500 10/6/12 JMD 71.73
Jamaica Govt LRS 12.750 6/29/22 JMD 74.18
Jamaica Govt LRS 12.850 5/31/22 JMD 73.59
PUERTO RICO
-----------
Puerto Rico Cons. 5.900 4/15/34 USD 65.62
Puerto Rico Cons. 6.000 12/15/34 USD 71.00
Puerto Rico Cons. 6.250 5/1/22 USD 74.00
VENEZUELA
---------
Petroleos de Ven 5.250 4/12/17 USD 68.50
Petroleos de Ven 5.375 4/12/27 USD 58.60
Petroleos de Ven 5.500 4/12/37 USD 57.50
Venezuela 7.000 3/31/38 USD 72.90
***********
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. Sheryl Joy P. Olano, Rizande delos Santos,
Pamella Ritah K. Jala, Tara Eliza Tecarro, Frauline S. Abangan,
and Peter A. Chapman, Editors.
Copyright 2008. 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 * * *