TCRLA_Public/110617.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

             Friday, June 17, 2011, Vol. 12, No. 119

                            Headlines



A R G E N T I N A

ARCOS DORADOS: Moody's Ba2 Ratings Unaffected by Note Redemption
AUTOPISTAS DEL: Tribunal Indicts Firm for Environmental Damages


B E R M U D A

DAWSON LEASING: Creditors' Proofs of Debt Due June 29
DAWSON LEASING: Members' Final Meeting Set for July 19
GENCO INSURANCE: Creditors' Proofs of Debt Due June 29
GENCO INSURANCE: Members' Final Meeting Set for July 19


B R A Z I L

COSAN FINANCE: Moody's Reviews Ba2 Rating for Possible Upgrade


C A Y M A N   I S L A N D S

AKIKO CAYMAN: Members' Final Meeting Set for June 27
ALICARMAR INVESTMENTS: Members' Final Meeting Set for June 20
CLEAR RIVER: Members' Final Meeting Set for July 8
CLEAR RIVER: Members' Final Meeting Set for July 8
FOUNDATION CAPITAL: Members' Final Meeting Set for July 11

HNNY INVESTMENTS: Members Receive Wind-Up Report
LANSING INTERNATIONAL: Shareholders' Final Meeting Set for June 30
LUCKY FORTUNE: Shareholder to Receive Wind-Up Report on July 6
ML ANDROMEDA: Shareholders' Final Meeting Set for July 8
MOONSTAR HOLDINGS: Shareholder to Receive Wind-Up Report on July 6

MS RETAIL: Members' Final Meeting Set for June 27
NOVEMBERSKY MD: Shareholder to Hear Wind-Up Report on June 30
RETNUH LIMITED: Shareholder to Receive Wind-Up Report on July 6
SANDRINGHAM FUND: Shareholders' Final Meeting Set for July 8
SONNEN ENERGIE: Members Receive Wind-Up Report


D O M I N I C A N   R E P U B L I C

BANCO MULTIPLE: Fitch Affirms 'B-' Issuer Default Ratings


J A M A I C A

UC RUSAL: Government Refuses to Bow to Firm's Unreasonable Demands


M E X I C O

VITRO SAB: Court Okays Sale of U.S. Assets to American Glass


P A N A M A

* PANAMA: Fitch Upgrades Banks Following Sovereign Upgrade


P U E R T O   R I C O

CARIBBEAN PETROLEUM: Obtains Approval of Settlement with U.S.
COSTA DORADA: Creditors Meeting Rescheduled for July 11
R&G FINANCIAL: Court Sets Aug. 16 Disclosure Statement Hearing




                            - - - - -


=================
A R G E N T I N A
=================


ARCOS DORADOS: Moody's Ba2 Ratings Unaffected by Note Redemption
----------------------------------------------------------------
Moody's Investors Service commented that the notes redemption of
Arcos Dorados B.V. has no immediate impact on its Ba2 corporate
family rating (CFR) and senior unsecured rating. The outlook for
the ratings remains stable.

Recently, Arcos Dorados Holdings Inc. announced that Arcos Dorados
B.V. has exercised its option to redeem 31.42% (or USD141.4
million) of the outstanding principal amount of its 7.50% Senior
Notes due 2019 at a redemption price equal to 107.50% of the
principal amount of the notes with existent cash in AD's balance
sheet. The notes will be redeemed on July 18, 2011. In conjunction
with the redemption of the Notes, the company intends to enter
into a new financing, the net proceeds of which will also be used
to satisfy the company's previously announced capital expenditure
and reinvestment plans. Through this transaction, Arcos Dorados
expects to reduce its overall cost of funding without increasing
its net debt position.

Moody's believes that the successful completion of the notes
redemption is credit neutral given that the company's debt level
will remain largely unaffected. Meanwhile the company will
continue pursuing an aggressive store expansion plan in the next
few years as they seek to capitalize on the positive growth trends
in Latin America. The company continues to exhibit a concentration
of cash flows in a limited number of markets (including Brazil,
its largest market), performance challenges in Mexico, and
exposure to Argentina and Venezuela country risks.

As of the last twelve months ended March 31, 2011, Arcos Dorados
posted revenue growth of 14.1% and EBITDA margin of 13.0% driven
by higher average check, increased traffic, same stores sales and
new restaurant openings. Leverage remained at similar levels as
compared to 2010, with lease adjusted Debt/EBITDA of 3.8 times for
the last twelve months ended March 31, 2011.

Headquartered in Buenos Aires, Argentina and with legal domicile
in the Netherlands, Arcos Dorados B.V. (Arcos Dorados) is the
leading quick service restaurant operator in Latin America and the
Caribbean and McDonald's largest franchisee globally in terms of
systemwide sales and restaurant count Arcos Dorados began
operating in August 2007 when it acquired most of McDonald's
operations in Latin America and the Caribbean in a leveraged
buyout led by the company's controlling shareholder Woods Staton,
who is also the company's current CEO and chairman. For the last
twelve months ended March 31, 2011, the company's revenues reached
US$3.2 billion.


AUTOPISTAS DEL: Tribunal Indicts Firm for Environmental Damages
---------------------------------------------------------------
Inside Costa Rica reports that Autopistas del Sol has been
indicted by the Tribunal Ambiental Administrativo del Minaet
(Administrarive Tribunal of the Environment Ministry) for
environmental damages caused during the construction of the road
from San Jose to the Pacific port town of Caldera.

The hearing, which is to be oral and private, is scheduled for
August 23 and 24, in which five defendants will be called to the
stand, according to Inside Costa Rica.  The report relates that
the defendants, among other things, are being accused of possible
action or omission in performance of their duties.

Inside Costa Rica says the state's first assessment of the
environmental damages estimates to be CRC581 million.

Among the damages cited are:

   -- the invasion and detouring of bodies of water;

   -- land filling;

   -- removal of vegetation and landslides due to the use
      of heavy machinery and earth moving; and

   -- damage to the local forests and reduction of space for the
      animals inhabiting.

Inside Costa Rica recalls that the case began in 2009 (the road
was opened in January 2010) when an anonymous caller complained of
the serious environmental damage that was occurring during the
construction of the road.

The assistant manager of maintenance for Autopistas del Sol,
Claudio Pacheco, said they will respect these legal processes,
Inside Costa Rica discloses.

Autopistas del Sol S.A. operates and maintains motorways in
Argentina.  The company runs part of the Pan-American highway as
toll concession.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
Nov. 5, 2010, Standard & Poor's Ratings Services raised its senior
unsecured rating on Argentine toll road operator Autopistas Del
Sol S.A. to 'B-' from 'D'.

A separate TCRLA reports on Oct. 11, 2010, citing Dow Jones' DBR
Small Cap, said that Autopistas del Sol SA has closed its drawn
out debt restructuring offer after creditors holding 95.7% of the
company's debt accepted the deal.


=============
B E R M U D A
=============


DAWSON LEASING: Creditors' Proofs of Debt Due June 29
-----------------------------------------------------
The creditors of Dawson Leasing Limited are required to file their
proofs of debt by June 29, 2011, to be included in the company's
dividend distribution.

The company commenced wind-up proceedings on June 14, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House, 2 Church Street
         Hamilton HM 11
         Bermuda


DAWSON LEASING: Members' Final Meeting Set for July 19
------------------------------------------------------
The members of Dawson Leasing Limited will hold their final
meeting on July 19, 2011, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced wind-up proceedings on June 14, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House, 2 Church Street
         Hamilton HM 11
         Bermuda


GENCO INSURANCE: Creditors' Proofs of Debt Due June 29
------------------------------------------------------
The creditors of Genco Insurance Limited are required to file
their proofs of debt by June 29, 2011, to be included in the
company's dividend distribution.

The company commenced wind-up proceedings on June 13, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House, 2 Church Street
         Hamilton HM 11
         Bermuda


GENCO INSURANCE: Members' Final Meeting Set for July 19
-------------------------------------------------------
The members of Genco Insurance Limited will hold their final
meeting on July 19, 2011, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company commenced wind-up proceedings on June 13, 2011.

The company's liquidator is:

         Robin J. Mayor
         Clarendon House, 2 Church Street
         Hamilton HM 11
         Bermuda


===========
B R A Z I L
===========


COSAN FINANCE: Moody's Reviews Ba2 Rating for Possible Upgrade
--------------------------------------------------------------
Moody's America Latina Ltda. has placed under review for possible
upgrade the Ba2 global scale and A1.br national scale corporate
family ratings of Cosan S.A. Industria e Comercio ("Cosan"),
following the announcement that the Raizen joint venture with
Shell has become effective as of June 1, 2011.

Ratings placed under review for possible upgrade are:

Cosan S.A. Industria e Comercio

- Corporate Family Rating: Ba2 /A1.br/Stable

Issuer: Cosan Finance Limited

- $400 million senior unsecured notes due 2017 rated Ba2/Positive

Cosan Overseas Limited

- $300 million perpetual notes rated Ba2/Stable

The review process will focus on two key fundamental aspects
following the formation of Raizen.

First, as for the $400 million senior unsecured notes due 2017
that were contributed by Cosan to Raizen Energia Participacoes
S.A. and which now benefit from the full guarantee of Raizen
Combustiveis S.A as well, Moody's will review Raizen's business
and strategic plan, its expected financial performance and
competitive positioning within the sugar-ethanol and fuel
distribution complex in Brazil, its corporate structure (the
relationship between Raizen Energia Participacoes S.A. and Raizen
Combustiveis S.A. and the availability of cross guarantees, the
buy-out options provided for under the joint venture agreement)
and contemplated corporate governance practices (including
conflict resolution mechanisms between the two joint venture
partners), its capital structure, key contractual agreements (such
as the supply and royalty agreements between the Raizen
Combustiveis S.A. and the operators of the fuel stations), capital
spending needs and financial policies (including target leverage
levels, expected levels of dividend pay-outs, etc.) and the
strategic importance of the joint venture for Shell.

Second, as for the CFR of Cosan and the $300 million in perpetual
notes, Moody's will review the extent to which the company has
reduced the inherent volatile nature of its prior business model,
the predictability and stability of dividend payments from Raizen
(which will form a very significant source of cash flow for the
company), its strategic plans for its remaining non-Raizen
business interests, its expected financial performance, capital
spending needs and financial policies, and the terms of a number
of key agreements between various Cosan entities and Raizen. Any
potential change in the rating or outlook of Cosan's CFR and its
$300 million perpetual notes will to a large degree depend on the
credit quality of Raizen given its significant cash flow
contribution to Cosan.

On August 25, 2010, Cosan and Shell International Petroleum
Company (Royal Dutch Shell is rated Aa1/Stable) announced their
intentions to create Raizen, the world's largest sugar, ethanol
and cogeneration producer out of sugarcane and one of the largest
fuels distributors in the Brazilian market. The 50-50 owned joint
venture became effective on June 1, 2011 with the formation of
Raizen Energia Participacoes S.A. and Raizen Combustiveis S.A. On
the upstream side, Raizen Energia Participacoes S.A will produce
over 2.2 billion liters of ethanol per year for the domestic
Brazilian and international markets, own 24 sugar-ethanol mills in
Brazil with a production capacity of more than 4 million tons of
sugar per annum and 900 MW of installed cogeneration capacity from
sugarcane bagasse. On the downstream side, Raizen Combustiveis S.A
will sell 20.7 billion liters of fuels in Brazil through some
4,500 Shell branded service stations.

As part of the creation of Raizen, Cosan has principally
contributed its sugar, ethanol, energy cogeneration and fuel
distribution businesses; its ethanol logistics business; 2,100
hectares of land and total debt of R$4.94 billion (which includes
the $400 million of senior unsecured notes due 2017 issued by
Cosan Finance Limited rated Ba2/Positive) plus certain adjustments
and assets and liabilities connected to Zanin mill that was
acquired in February of 2011. Shell for its part contributed its
Brazilian fuel distribution and aviation business; its equity
interest in Iogen Corp. and Codexis, Inc, two companies involved
in R&D related to biomass fuel, and a cash payment of US$ 1.6
billion to be made over a two-year period, which is a binding
commitment and will be booked as receivables at Raizen's balance.
Upon commencement, Raizen will have the capacity to crush 65
million tons of sugarcane, produce more than 4.0 million tons of
sugar and distill 2.2 billion liters of ethanol, with installed
cogeneration capacity of 900 MW and distribute 20.7 billion liters
of fuel. Moody's expects the joint venture to pursue an investment
grade credit capital structure with net leverage converging over
time to circa 2.0 times EBITDA.

Following the creation of Raizen, Cosan will to a large degree
depend on the cash flow it will receive through dividends from its
effective 50% stake in Raizen. In addition, Cosan will also retain
a portfolio of other assets including its wholly owned lubricants
(Esso and Mobil brands) and sugar retail businesses (Uniao and Da
Barra); its 69.7% stake in Rumo, its sugar logistics operation;
and its 18.9% stake in Radar, a land development company with
interests in sugar cane, soybean, corn and cotton. Upon closing of
Raizen, Cosan had net debt of R$300 million (including the US $300
million perpetual notes issued by Cosan Overseas Limited). Moody's
expects Cosan to similarly target an investment grade capital
structure with net leverage of maximum 2.0 times EBITDA.

Ratings on Cosan could experience upwards pressure if Raizen
adopts financial policies which would be commensurate with an
investment grade profile while simultaneously providing consistent
dividend payments meaningfully above the minimum 25% pay-out ratio
as currently contemplated by the legislation, the expectation of a
sustainable improvement in financial leverage and more stable cash
flows.

Moody's last rating action for Cosan occurred on October, 2010
when Moody's upgraded Cosan's corporate family ratings to Ba2 from
Ba3 on its global scale and to A1.br from A3.br on its national
scale. Also upgraded to Ba2 from Ba3 were the ratings of the
existing Cosan Finance Limited's $400 million 7% senior unsecured
notes due 2017 with a positive outlook. The positive outlook
reflected Moody's belief that the credit quality of Raizen was
likely to be higher than that of Cosan on a standalone basis.

The principal methodology used in rating Cosan was the Protein and
Agriculture rating methodology published on September 3, 2009.
Other methodologies and factors that may have been considered in
the process of rating this issuer can also be found on Moody's
website.

Headquartered in Sao Paulo, Brazil, Cosan S.A. Industria e
Comercio (prior the joint-venture with Shell) is the largest sugar
producer in Brazil and the third largest sugar producer in the
world, having sold 4.3 million tons of sugar in fiscal year 2011.
It is also the largest exporter of sugar in the world. The company
is also the largest grower and processor of sugarcane in the world
(more than twice the size of the second player), with a crushing
capacity expanded of approximately 65 million tons as of March 31,
2011. Cosan is also the largest ethanol producer in Brazil and the
second largest in the world, having sold 2.2 billion liters in
fiscal year 2011, and the largest exporter of ethanol in the
world. In addition, Cosan distributes ethanol through more than
1,700 gas stations in Brazil, is the controlling shareholder in
logistics provider Rumo and has stake in Radar, a land management
company with various interests in agricultural properties.


===========================
C A Y M A N   I S L A N D S
===========================


AKIKO CAYMAN: Members' Final Meeting Set for June 27
----------------------------------------------------
The members of Akiko Cayman Asset Management will hold their final
meeting on June 27, 2011, to receive the liquidator's report on
the company's wind-up proceedings and property disposal.

The company's liquidator is:

         CDL Company Ltd.
         P.O. Box 31106, Grand Cayman KY1-1205
         Cayman Islands


ALICARMAR INVESTMENTS: Members' Final Meeting Set for June 20
-------------------------------------------------------------
The members of Alicarmar Investments Limited will hold their final
meeting on June 20, 2011, to receive the liquidator's report on
the company's wind-up proceedings and property disposal.

The company's liquidator is:

         Buchanan Limited
         P.O. Box 1170, George Town, Grand Cayman
         Cayman Islands


CLEAR RIVER: Members' Final Meeting Set for July 8
--------------------------------------------------
The members of Clear River Capital Global Health Sciences Fund I
Limited will hold their final meeting on July 8, 2011, at
4:00 p.m., to receive the liquidator's report on the company's
wind-up proceedings and property disposal.

The company's liquidator is:

         DMS Corporate Services Ltd
         c/o Bernadette Bailey-Lewis
         Telephone: (345) 946 7665
         Facsimile: (345) 946 7666
         dms House, 2nd Floor
         P.O. Box 1344, Grand Cayman KY1-1108
         Cayman Islands


CLEAR RIVER: Members' Final Meeting Set for July 8
--------------------------------------------------
The members of Clear River Capital Global Health Sciences Master
Fund I Limited will hold their final meeting on July 8, 2011, at
4:00 p.m., to receive the liquidator's report on the company's
wind-up proceedings and property disposal.

The company's liquidator is:

         DMS Corporate Services Ltd
         c/o Bernadette Bailey-Lewis
         Telephone: (345) 946 7665
         Facsimile: (345) 946 7666
         dms House, 2nd Floor
         P.O. Box 1344, Grand Cayman KY1-1108
         Cayman Islands


FOUNDATION CAPITAL: Members' Final Meeting Set for July 11
----------------------------------------------------------
The members of Foundation Capital Inc. will hold their final
meeting on July 11, 2011, at 9:30 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Philip Mosely
         P.O. Box 1569, George Town
         Grand Cayman KY1-1110
         Cayman Islands
         Telephone: 949 4018
         Facsimile: 949 7891
         e-mail: general@caymanmanagement.ky


HNNY INVESTMENTS: Members Receive Wind-Up Report
------------------------------------------------
The members of HNNY Investments Limited received on May 19, 2011,
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Buchanan Limited
         P.O. Box 1170, George Town, Grand Cayman
         Cayman Islands


LANSING INTERNATIONAL: Shareholders' Final Meeting Set for June 30
------------------------------------------------------------------
The shareholders of Lansing International Inc. will hold their
final meeting on June 30, 2011, at 10:00 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Michael Pearson
         c/o Claudine Thompson
         Deloitte & Touche
         P.O. Box 1787
         Grand Cayman KY1-1109
         Cayman Islands


LUCKY FORTUNE: Shareholder to Receive Wind-Up Report on July 6
--------------------------------------------------------------
The sole shareholder of Lucky Fortune Limited will receive on
July 6, 2011, the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Royhaven Secretaries Limited
         c/o Julie Reynolds
         Telephone: 945-4777
         Facsimile: 945-4799
         c/o PO Box 707, Grand Cayman KY1-1107
         Cayman Islands


ML ANDROMEDA: Shareholders' Final Meeting Set for July 8
--------------------------------------------------------
The shareholders of ML Andromeda (Cayman) will hold their final
meeting on July 8, 2011, at 9:30 a.m., to receive the liquidator's
report on the company's wind-up proceedings and property disposal.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House
         87 Mary Street, George Town
         Grand Cayman KY1-9002
         Cayman Islands


MOONSTAR HOLDINGS: Shareholder to Receive Wind-Up Report on July 6
------------------------------------------------------------------
The sole shareholder of Moonstar Holdings Limited will receive on
July 6, 2011, the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Royhaven Secretaries Limited
         c/o Julie Reynolds
         Telephone: 945-4777
         Facsimile: 945-4799
         c/o PO Box 707, Grand Cayman KY1-1107
         Cayman Islands


MS RETAIL: Members' Final Meeting Set for June 27
-------------------------------------------------
The members of MS Retail Limited will hold their final meeting on
June 27, 2011, to receive the liquidator's report on the company's
wind-up proceedings and property disposal.

The company's liquidator is:

         CDL Company Ltd.
         P.O. Box 31106, Grand Cayman KY1-1205
         Cayman Islands


NOVEMBERSKY MD: Shareholder to Hear Wind-Up Report on June 30
-------------------------------------------------------------
The sole shareholder of Novembersky MD 11-98 Limited will receive
on June 30, 2011, at 10:00 a.m., the liquidators' report on the
company's wind-up proceedings and property disposal.

The company's liquidators are:

         David Preston
         Beverly Bernard
         c/o Nicola Eccleston
         Telephone: 949-7755
         Facsimile: 949-7634


RETNUH LIMITED: Shareholder to Receive Wind-Up Report on July 6
---------------------------------------------------------------
The sole shareholder of Retnuh Limited will receive on July 6,
2011, the liquidator's report on the company's wind-up proceedings
and property disposal.

The company's liquidator is:

         Commerce Corporate Services Limited
         Telephone: 949 8666
         Facsimile: 949 0626
         P.O. Box 694, Grand Cayman
         Cayman Islands


SANDRINGHAM FUND: Shareholders' Final Meeting Set for July 8
------------------------------------------------------------
The shareholders of Sandringham Fund SPC Limited will hold their
final meeting on July 8, 2011, at 9:00 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House
         87 Mary Street, George Town
         Grand Cayman KY1-9002
         Cayman Islands


SONNEN ENERGIE: Members Receive Wind-Up Report
----------------------------------------------
The members of Sonnen Energie Limited received on May 19, 2011,
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Buchanan Limited
         P.O. Box 1170, George Town, Grand Cayman
         Cayman Islands


===================================
D O M I N I C A N   R E P U B L I C
===================================


BANCO MULTIPLE: Fitch Affirms 'B-' Issuer Default Ratings
---------------------------------------------------------
Fitch Ratings has affirmed the ratings of the Dominican-based
Banco Multiple Leon (BML) and its related entity, Valores Leon.

BML's ratings reflect adequate liquidity ratios as well as
sustained improvement in credit risk management and income
diversification. The ratings also incorporate the operational
support of its sole shareholder, the Leon family. Nevertheless,
the bank's still comparably weak asset quality and profitability
ratios relative to similarly rated Latin American regional peers
(Long-term Issuer Default Rating of 'B-', 'B', or 'B+') continue
to limit BML's ratings.

Sustained improvements in asset quality metrics and profitability
could be positive for creditworthiness. An unexpected
deterioration in asset quality or profitability that pressures the
bank's capital ratios could negatively affect its ratings.

Valores Leon's ratings reflect the operational and financial
support provided by BML. In Fitch's view, a clear commercial
identification of this entity with BML, and the reputation risk at
which it would be exposed in the case of eventual troubles at
Valores Leon results in a high probability of direct or indirect
support by BML, should it be required. As such, any changes in
BML's creditworthiness would have a direct impact on the ratings
of Valores Leon.

As of April 2011, BML ranked fifth out of 12 commercial banks,
with a 5.1% market share by total assets. At the same date, the
Leon family controlled 88.3% of BML, while Darby Probanco Holding
L.P. (a subsidiary of Franklin Templeton Investments) controlled
the remaining 11.7%.

Valores Leon initiated operations in 2002. The institution is a
broker-dealer subsidiary of Grupo Financiero Leon (GFL), led by
the Leon family, which in turn controls the largest industrial
group in the Dominican Republic, with a particular focus on the
beverage industry.

Considering those factors, Fitch has affirmed these ratings:

Banco Multiple Leon:

   -- Long-term foreign and local currency Issuer Default Ratings
      at 'B-'; Outlook Stable;

   -- Short-term foreign and local currency rating at 'B';

   -- Individual at 'D/E';

   -- Support at 5;

   -- Support Floor at NF;

   -- Long-term National rating at 'BBB+(dom)';

   -- Short-term National rating at 'F2(dom)';

   -- Long-term National subordinated debt 'BBB-(dom)'.

Valores Leon

   -- Long-term National rating at 'BBB+(dom)';

   -- Short-term National rating at 'F2(dom)';

   -- Long-term National senior unsecured debt rating at
      'BBB+(dom)'.


=============
J A M A I C A
=============


UC RUSAL: Government Refuses to Bow to Firm's Unreasonable Demands
------------------------------------------------------------------
RJR News reports that the Jamaican government has declared that it
will not bow to unreasonable demands from Russian aluminum giant
UC Rusal regarding the reopening of its Kirkvine plant in
Manchester.  The report relates that Prime Minister Bruce Golding
has confirmed reports that all is not well with the negotiations.

Mr. Golding told Parliament on June 14 that environmental issues
such as the disposal of bauxite waste are hampering talks between
both sides, according to RJR News.

Mr. Golding said negotiations will still continue to facilitate
the resumption of mining at Kirkvine, RJR News says.

As reported in the Troubled Company Reporter-Latin America on
June 14, 2011, RJR News said that UC Rusal threatens to postpone
its July 1 plan to reopen the Kirkvine Plant in Manchester after
not getting certain concessions from the Golding administration to
resume production.  The re-opening's delay, according to the
report, will pose a setback to the recovery of Jamaica's
bauxite/alumina industry.  RJR News adds that the re-employment of
300 persons is also on the line if UC Rusal carries out its
threat.

UC Rusal is a Russian aluminum giant.


===========
M E X I C O
===========


VITRO SAB: Court Okays Sale of U.S. Assets to American Glass
------------------------------------------------------------
The USGlass News Network reports that the U.S. Bankruptcy Court
for the Northern District of Texas Dallas Division authorized and
approved the sale of Vitro America's assets to American Glass
Enterprises LLC, an affiliate of private equity firm Sun Capital.
The auction of Vitro America's assets took place on June 1.

Court documents state, "After a robust bidding process, the
Purchaser's bid was selected as the highest and best offer for the
Purchased Assets."  The court found adequate notice of the sale
was provided, sale conditions are fair and reasonable and the
highest offer is in the best interest of the debtor.

According to the report, the approval comes after a bevy of
objections in the days following the auction.  On June 6,
Oldcastle BuildingEnvelope issued an objection to the sale,
noting, among other things, "It appears that after payment in full
of secured bank debt and administrative claims, there will only be
$9 million left over for payment of gap claims.  According to the
Vitro America Schedule E, there are approximately $19 million in
gap claims.  If this number is correct, gap creditors could
receive 47 cents on the dollar."

Bank of America issued its own objection, noting its concern that
"the net cash proceeds of the sale...are insufficient to provide
for Full Payment (as defined in the DIP Loan Agreement) of the
Pre-Petition Obligations."

The report says Vitro America replied in support of the sale,
"Most objections concern the alleged cure amounts for contracts to
be assumed and assigned to Sun and additional information
regarding adequate assurance that Sun can perform obligations
under the assigned contracts.  The Debtors have resolved many of
these cure objections.  For outstanding objections, the Debtors
will retain a reserve in the amount of the alleged outstanding
cure amounts pending resolution of the objection.  Other
objections concern how the Sale proceeds will be distributed to
creditors.  The Debtors' proposed sale order does not seek to
establish a distribution scheme for the Sale Proceeds. Other than
certain claims of Bank of America under the Court's Order
approving DIP financing agreement between the Debtors and Bank of
America, the Sale proceeds and the Debtors' other assets will be
paid pursuant to the Bankruptcy Code's priority scheme and under a
chapter 11 plan."

The court approval documents authorizes the Debtor to set aside
funds for Bank of America, lawyer fees pension funds.  The
document notes: "With respect to the Trustee of the Glazier's
Joint Trust Funds objection, (i) the collective bargaining
agreement is not being rejected or assumed pursuant to this Order
and (ii) Glazier's retains whatever rights it holds to assert
claims against the Debtors."  In addition, "With respect to the
International Painters and Allied Trade Industry Pension Fund or
the Northern California Glaziers, Architectural, Metal and Glass
Workers Pension Fund, nothing contained in this Order or the
Agreement shall be interpreted to constitute a waiver or any
relinquishment of the rights of the Pension Funds....with respect
to any agreements with the Debtors under any theory of law or
equity; except further, that nothing in this Order or the
Agreement or as a consequence of the Sale shall impose liability
on the Purchaser as a claimed successor to the Debtors, limit the
transfer of the Purchased Assets free and clear of any such claims
and rights as provided, without limitation. . ."

The report says, in response to an objection issued by former
parent company Vitro SAB, court documents note that the purchased
assets do not include the right to "the name, word, or mark
'VITRO' or 'VITRO AMERICA'....or any variation thereof....unless
and until the Purchaser obtains a valid license to do so from
Vitro SAB."

                        About Vitro SAB

Headquartered in Monterrey, Mexico, Vitro, S.A.B. de C.V. (BMV:
VITROA; NYSE: VTO), through its two subsidiaries, Vitro Envases
Norteamerica, SA de C.V. and Vimexico, S.A. de C.V., is a global
glass producer, serving the construction and automotive glass
markets and glass containers needs of the food, beverage, wine,
liquor, cosmetics and pharmaceutical industries.

Vitro is the largest manufacturer of glass containers and flat
glass in Mexico, with consolidated net sales in 2009 of MXN23,991
million (US$1.837 billion).

Vitro defaulted on its debt in 2009, and sought to restructure
around US$1.5 billion in debt, including US$1.2 billion in notes.
Vitro launched an offer to buy back or swap US$1.2 billion in debt
from bondholders.  The tender offer would be consummated with a
bankruptcy filing in Mexico and Chapter 15 filing in the United
States.  Vitro said noteholders would recover as much as 73% by
exchanging existing debt for cash, new debt or convertible bonds.

           Concurso Mercantil & Chapter 15 Proceedings

Vitro SAB on Dec. 13, 2010, filed its voluntary petition for a
pre-packaged Concurso Plan in the Federal District Court for Civil
and Labor Matters for the State of Nuevo Leon, commencing its
voluntary concurso mercantil proceedings -- the Mexican equivalent
of a prepackaged Chapter 11 reorganization.  Vitro SAB also
commenced parallel proceedings under Chapter 15 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 10-16619) in Manhattan
on Dec. 13, 2010, to seek U.S. recognition and deference to its
bankruptcy proceedings in Mexico.

Early in January 2011, the Mexican Court dismissed the Concurso
Mercantil proceedings.  The judge said Vitro couldn't push through
a plan to buy back or swap US$1.2 billion in debt from bondholders
based on the vote of US$1.9 billion of intercompany debt when
third-party creditors were opposed.  Vitro as a result dismissed
the first Chapter 15 petition following the ruling by the Mexican
court.

On April 12, 2011, an appellate court in Mexico reinstated the
reorganization.  Accordingly, Vitro SAB on April 14 re-filed a
petition for recognition of its Mexican reorganization in U.S.
Bankruptcy Court in Manhattan (Bankr. S.D.N.Y. Case No. 11-11754).

In the present Chapter 15 case, the Debtor seeks to block any
creditor suits in the U.S. pending the reorganization in Mexico.

                     Chapter 11 Proceedings

A group of noteholders opposed the exchange -- namely Knighthead
Master Fund, L.P., Lord Abbett Bond-Debenture Fund, Inc., Davidson
Kempner Distressed Opportunities Fund LP, and Brookville Horizons
Fund, L.P.  Together, they held US$75 million, or approximately 6%
of the outstanding bond debt.  The Noteholder group commenced
involuntary bankruptcy cases under Chapter 11 of the U.S.
Bankruptcy Code against Vitro Asset Corp. (Bankr. N.D. Tex. Case
No. 10-47470) and 15 other affiliates on Nov. 17, 2010.

Vitro engaged Susman Godfrey, L.L.P. as U.S. special litigation
counsel to analyze the potential rights that Vitro may exercise in
the United States against the ad hoc group of dissident
bondholders and its advisors.

A larger group of noteholders, known as the Ad Hoc Group of Vitro
Noteholders -- comprised of holders, or investment advisors to
holders, which represent approximately US$650 million of the
Senior Notes due 2012, 2013 and 2017 issued by Vitro -- was not
among the Chapter 11 petitioners, although the group has expressed
concerns over the exchange offer.  The group says the exchange
offer exposes Noteholders who consent to potential adverse
consequences that have not been disclosed by Vitro.  The group is
represented by John Cunningham, Esq., and Richard Kebrdle, Esq. at
White & Case LLP.

The U.S. affiliates subject to the involuntary petitions are Vitro
Chemicals, Fibers & Mining, LLC (Bankr. N.D. Tex. Case No. 10-
47472); Vitro America, LLC (Bankr. N.D. Tex. Case No. 10-47473);
Troper Services, Inc. (Bankr. N.D. Tex. Case No. 10-47474); Super
Sky Products, Inc. (Bankr. N.D. Tex. Case No. 10-47475); Super Sky
International, Inc. (Bankr. N.D. Tex. Case No. 10-47476); VVP
Holdings, LLC (Bankr. N.D. Tex. Case No. 10-47477); Amsilco
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47478); B.B.O.
Holdings, Inc. (Bankr. N.D. Tex. Case No. 10-47479); Binswanger
Glass Company (Bankr. N.D. Tex. Case No. 10-47480); Crisa
Corporation (Bankr. N.D. Tex. Case No. 10-47481); VVP Finance
Corporation (Bankr. N.D. Tex. Case No. 10-47482); VVP Auto Glass,
Inc. (Bankr. N.D. Tex. Case No. 10-47483); V-MX Holdings, LLC
(Bankr. N.D. Tex. Case No. 10-47484); and Vitro Packaging, LLC
(Bankr. N.D. Tex. Case No. 10-47485).

A bankruptcy judge in Fort Worth, Texas, denied involuntary
Chapter 11 petitions filed against four U.S. subsidiaries.  On
April 6, 2011, Vitro SAB agreed to put Vitro units -- Vitro
America LLC and three other U.S. subsidiaries -- that were subject
to the involuntary petitions into voluntary Chapter 11.  The Texas
Court on April 21 denied involuntary petitions against the eight
U.S. subsidiaries that didn't consent to being in Chapter 11.

Kurtzman Carson Consultants is the claims and notice agent to
Vitro America, et al.  Alvarez & Marsal North America LLC, is the
Debtors' operations and financial advisor.

The official committee of unsecured creditors appointed in the
Chapter 11 cases of Vitro America, et al., has selected Sarah Link
Schultz, Esq., at Akin Gump Strauss Hauer & Feld LLP, in Dallas,
Texas, and Michael S. Stamer, Esq., Abid Qureshi, Esq., and Alexis
Freeman, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York,
as counsel.


===========
P A N A M A
===========


* PANAMA: Fitch Upgrades Banks Following Sovereign Upgrade
----------------------------------------------------------
Following the recent rating action taken on Panama, Fitch Ratings
has upgraded the ratings of various Panamanian banks.

On June 2, 2011, Fitch upgraded Panama's Sovereign Issuer Default
Ratings (IDRs) to 'BBB' and its country ceiling to 'A', citing its
solid economic growth and favorable government debt dynamics. The
Rating Outlook was revised to Stable.

As a result, Fitch has taken these actions on HSBC Bank (Panama),
S.A.(HBPA) ratings, which are constrained by the country ceiling:

   -- Foreign Currency long-term IDR upgraded to 'A' from 'A-';

   -- Foreign Currency short-term IDR affirmed at 'F1';

   -- Support Rating affirmed at '1';

   -- National long-term Foreign Currency Rating affirmed at
      'AAA(Pan)';

   -- National short-term Foreign Currency Rating affirmed at
      'F1+(Pan)'.

The 'C' Individual Rating remains unchanged. The Rating Outlook
has been revised to Stable from Positive.

In addition, Fitch has taken these actions on Banco Nacional de
Panama's (Banconal) ratings, which are support driven, to reflect
the improved credit standing of its sole owner and implicit
guarantor:

Banco Nacional de Panama:

   -- Foreign Currency long-term IDR upgraded to 'BBB' from
      'BBB-';

   -- Foreign Currency short-term IDR affirmed at 'F3' ';

   -- Support Floor upgraded to 'BBB' from 'BBB-';

   -- Support Rating affirmed at '2';

   -- National long-term Foreign Currency Rating affirmed at
      'AA+(Pan)';

   -- National short-term Foreign Currency Rating affirmed at
      'F1+(Pan)'.

The 'C/D' Individual Rating remains unchanged. The Rating Outlook
has been revised to Stable from Positive.

HBPA's IDRs, Support Rating and National Ratings reflect the
support it would receive from its parent (HSBC Holdings PLC, rated
'AA' by Fitch) should it be required; the IDRs are constrained by
Panama's country ceiling.

In Fitch's opinion, considering HBPA's size, importance, and key
role in HSBC's regional strategy, support from its parent should
be forthcoming if needed. HBPA's IDRs could be upgraded if
Panama's country ceiling is upgraded; the IDRs would move in line
with the country ceiling, but downside risk is limited in the
short term given Panama's positive economic prospects.

Banconal's IDRs, Support Rating and Support Floor reflect the
support it would receive from its sole shareholder, the Republic
of Panama, should it be required.

Given its systemic importance and the explicit provision in its
inception law, which Fitch considers an implicit guarantee,
Banconal would certainly receive support from the Panamanian
government, whose ability to provide such support is considered
high and reflected in its sovereign rating. In general terms,
Banconal's ratings should move in line with those of the
Sovereign.


=====================
P U E R T O   R I C O
=====================


CARIBBEAN PETROLEUM: Obtains Approval of Settlement with U.S.
-------------------------------------------------------------
Caribbean Petroleum Corporation and its debtor affiliates sought
and obtained approval from the U.S. Bankruptcy Court for the
District of Delaware of a settlement agreement it entered with the
United States Government.

The Settlement Agreement resolves claims and alleged liabilities
arising under several environmental laws asserted by the federal
government, as well as alleged obligations arising under
environmental law with respect to the Debtors' former petroleum
terminal location in Bayamon, Puerto Rico and certain service
stations owned or leased by the Debtors.

Specifically, the agreement provides for:

   (a) the allowance of the U.S. Government's general unsecured
       claims for costs and penalties for $18,725,130;

   (b) the allowance of the U.S. Government's administrative
       expense claims for costs and penalties for $8,200,000;

   (c) the Debtors' agreement, memorialized in a separate
       stipulation, to fund the Tank Asset Reserve Fund for
       $850,000;

   (d) the resolution and satisfaction of the Debtors' obligations
       to perform work pursuant to the 1995 Administrative Order
       on Consent and the 2010 Unilateral Administrative Order for
       Removal Activities under the Clean Water Act; and

   (e) the covenant by the U.S. not to file a civil action or to
       take any administrative or other civil action against the
       Debtors to (i) recover response costs or obtain injunctive
       relief with respect to the Facility pursuant to the
       Comprehensive Environmental Response, Compensation and
       Liability Act; or (ii) to obtain civil penalties with
       respect to the 2010 UAO violations related to the Facility
       alleged in the U.S. Government's Claims.

                     About Caribbean Petroleum

San Juan, Puerto Rico-based Caribbean Petroleum Corporation, aka
CAPECO, owns and operates certain facilities in Bayomon, Puerto
Rico for the import, offloading, storage and distribution of
petroleum products.  Caribbean Petroleum sought Chapter 11
protection (Bankr. D. Del. Case No. 10-12553) on Aug. 12, 2010,
nearly 10 months after a massive explosion at its major Puerto
Rican fuel storage depot virtually shut down the company's
operations.  The Debtor estimated assets of US$100 million to
US$500 million and debts of US$500 million to US$1 billion as of
the Petition Date.

Affiliates Caribbean Petroleum Refining, L.P., and Gulf Petroleum
Refining (Puerto Rico) Corporation filed separate Chapter 11
petitions on Aug. 12, 2010.

John J. Rapisardi, Esq., George A. Davis, Esq., Peter Friedman,
Esq., and Zachary H. Smith, Esq., of Cadwalader, Wickersham & Taft
LLP, in New York, serve as lead counsel to the Debtors.  Mark D.
Collins, Esq., and Jason M. Madron, Esq., of Richards, Layton &
Finger, P.A., in Wilmington, Delaware, serve as local counsel.
The Debtors' financial advisor is FTI Consulting Inc.  The
Debtors' chief restructuring officer is Kevin Lavin of FTI
Consulting Inc.  Kurtzman Carson Consultants LLC serves as the
noticing, claims and balloting agent to the Debtors.

In December 2010, the Debtor won bankruptcy court approval to sell
its business to Puma Energy International for US$82 million.  Puma
obtained Capeco's entire retail network, which consists of 157
locations, gasoline, diesel and other fuel storage facilities as
well as undeveloped land and a private deep water jetty.

This is Caribbean Petroleum's second stint in Chapter 11.


COSTA DORADA: Creditors Meeting Rescheduled for July 11
-------------------------------------------------------
Wigberto Lugo Mender, attorney for Costa Dorada Apartments Corp.,
dba Villas De Costa Dorada, disclosed that the a continuance of
the meeting of creditors pursuant to 11 U.S.C. Section 341 set for
June 17, 2011 at 1:00 p.m. has been re-scheduled for July 11,
2011, at 1:00 p.m.

The meeting will be held at

   Edificio Ochoa
   Calle Tanca
   Comercio, Piso 1,
   San Juan, P.R.

This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in the Debtors' bankruptcy cases.

Attendance by the Debtors' creditors at the meeting is welcome,
but not required.  The Section 341(a) meeting offers the creditors
a one-time opportunity to examine the Debtor's representative
under oath about the Debtor's financial affairs and operations
that would be of interest to the general body of creditors.

                About Costa Dorada Apartments

Costa Dorada Apartments Corp., dba Villas De Costa Dorada, in
Isabela, Puerto Rico, filed for Chapter 11 bankruptcy (Bankr. D.
P.R. Case No. 11-03960) on May 10, 2011.  In its petition, the
Debtor estimated $10 million to $50 million in assets and debts.
The petition was signed by Carlos R. Fernandez Rodriguez, its
president.


R&G FINANCIAL: Court Sets Aug. 16 Disclosure Statement Hearing
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico will
conduct a hearing on Aug. 16, 2011, at 2:00 p.m. to consider
approval of the disclosure statement in support of R&G Financial
Corporation's Chapter 11 Plan of Liquidation.

Pursuant to the Plan, liquidating RGFC will continue in operation
in order to monetize the remaining assets, continue litigation
with the FDIC and potentially pursue litigation against other
parties, and make distributions under the Plan.  The Plan
Administrator will be appointed on the Effective Date of the Plan
and will be responsible for implementing the Plan, subject to the
oversight of the Plan Committee.

The Plan designates 7 classes of claims and interests:

Class         Claim              Status         Voting Rights
-----   --------------------   ----------   ---------------------
  1    RGFC Secured Claims      Unimpaired   No (deemed to accept)
  2    Non-FDIC Priority        Unimpaired   No (deemed to accept)
       Claims
  3    FDIC Priority Claims     Impaired              Yes
  4    RGFC General Unsecured   Impaired              Yes
       Claims
  5    Subordinated Notes       Impaired              Yes
       Claims
  6    RGFC Preferred Stock     Impaired     No (deemed to reject)
       Interests
  7    RGFC Common Stock        Impaired     No (deemed to reject)
       Interests

Absent a successful resolution of the FDIC Priority Claims, no
distributions will be made to holders of Allowed Claims in any
RGFC Classes, other than Class 1 and Class 2.

Each holder of an Allowed Class 3 Claim will receive all Net Free
Cash as it is available until such Allowed Claim is paid in full.
The FDIC filed a Proof of Claim in the Chapter 11 case in an
unliquidated amount, but in excess of $3.4 million, based on an
alleged capital maintenance commitment made to a Federal
depository institutions regulatory agency, but does not include
documentation or evidence to substantiate the existence of its
alleged capital maintenance claim..  The Debtor believes that
ultimately, an FDIC Priority Claim will not be Allowed in any
amount.

Each Allowed General Unsecured Claim under Class 4, estimated to
range between $10.9 million and $15.4 million, will receive a Pro
Rata distribution of the Residual Net Free Cash.  The Projected
Recovery under the Plan is 0.30%-2.3%.

Each Allowed Subordinated Notes Claims under Class 5, estimated at
approx. $385 million, will receive a Pro Rata distribution of the
Residual Net Free Cash.  Projected Recovery under the Plan is
0.30%-2.3%.

RGFC Preferred Stock Interests under Class 6, and RGFC Common
Stock Interests under Class 7, are deemed canceled.

A copy of the disclosure statement is available at:

           http://bankrupt.com/misc/r&gfinancial.DS.pdf

San Juan, Puerto Rico-based R&G Financial Corporation was the
direct parent of R-G Premier Bank of Puerto Rico, a state-
chartered nonmember bank, through which RGFC primarily conducted
its business.  The Company filed for Chapter 11 bankruptcy
protection (Bankr. D. P.R. Case No. 10-04124) on May 14, 2010.
Brent R. McIlwain, Esq., Robert W. Jones, Esq., Esq., at Patton
Boggs LLP, in Dallas; and Jorge I. Peirats, Esq., at Pietrantoni,
Mendez & Alvarez, in Hato Rey, P.R., serve as the Debtor's
bankruptcy counsel.  The Debtor disclosed US$40,213,356 in assets
and US$420,687,694 in debts as of the Petition Date.


                            ***********


Monday's edition of the TCR-LA delivers a list of indicative
prices for bond issues that reportedly trade well below par.
Prices are obtained by TCR-LA editors from a variety of outside
sources during the prior week we think are reliable.   Those
sources may not, however, be complete or accurate.  The Monday
Bond Pricing table is compiled on the Friday prior to publication.
Prices reported are not intended to reflect actual trades.  Prices
for actual trades are probably different.  Our objective is to
share information, not make markets in publicly traded securities.
Nothing in the TCR-LA constitutes an offer or solicitation to buy
or sell any security of any kind.  It is likely that some entity
affiliated with a TCR-LA editor holds some position in the
issuers' public debt and equity securities about which we report.

Tuesday's edition of the TCR-LA features a list of companies with
insolvent balance sheets obtained by our editors based on the
latest balance sheets publicly available a day prior to
publication.  At first glance, this list may look like the
definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

A list of Meetings, Conferences and Seminars appears in each
Thursday's edition of the TCR-LA. Submissions about insolvency-
related conferences are encouraged.  Send announcements to
conferences@bankrupt.com


                            ***********


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, Marites O. Claro, Joy A. Agravante, Rousel Elaine T.
Fernandez, Valerie U. Pascual, Psyche A. Castillon, Julie Anne G.
Lopez, Ivy B. Magdadaro, Frauline S. Abangan, and Peter A.
Chapman, Editors.

Copyright 2011.  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 * * *