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/raid1/www/Hosts/bankrupt/TCRLA_Public/120315.mbx T R O U B L E D C O M P A N Y R E P O R T E R L A T I N A M E R I C A Thursday, March 15, 2012, Vol. 13, No. 054 Headlines B R A Z I L FIDC BCSUL: Moody's Places 'Ba1' Local Currency on Review C A Y M A N I S L A N D S BLODGETT ASSURANCE: Shareholders' Final Meeting Set for March 20 BOAT CAPITAL: Shareholders' Final Meeting Set for April 4 BOW CAPITAL: Shareholders' Final Meeting Set for April 4 COREVEST MANAGEMENT: Shareholder Receives Wind-Up Report COREVEST PARTNERS: Shareholders' Final Meeting Set for March 20 CTC OPPORTUNITIES: Shareholders' Final Meeting Set for March 28 DENALI HEDGED: Shareholders' Final Meeting Set for March 30 EEA CAYMAN: Shareholders' Final Meeting Set for March 30 EBB CAPITAL: Shareholders' Final Meeting Set for April 4 ISQUARE OFFSHORE: Shareholders' Final Meeting Set for April 1 NAUTICAL CAPITAL: Shareholders' Final Meeting Set for April 4 RUDDER CAPITAL: Shareholders' Final Meeting Set for April 4 STREAM CAPITAL: Shareholders' Final Meeting Set for April 4 VARIANT CAPITAL: Shareholders' Final Meeting Set for March 28 WATERFALL CAPITAL: Shareholders' Final Meeting Set for April 4 M E X I C O ALMACENADORA MERCADER: Moody's Withdraws 'B1' Issuer Ratings P U E R T O R I C O VITRO SAB: April 9 Trial on Enforcement of Plan in U.S. X X X X X X X X * Upcoming Meetings, Conferences and Seminars - - - - - =========== B R A Z I L =========== FIDC BCSUL: Moody's Places 'Ba1' Local Currency on Review --------------------------------------------------------- Moody's America Latina has placed on review the Aa2.br (sf) (Brazilian National Scale) and the Ba1 (sf) ratings (Global Scale, Local Currency) of the senior shares of the fifth series (Series 2009-1) issued by FIDC BCSul Verax Credito Consignado II (FIDC BCSUL or the issuer), a securitized transaction backed by a pool of payroll deducted loans originated by Banco Cruzeiro do Sul S.A. (the bank or Cruzeiro do Sul). The issuer's shares are backed by the cash flows arising from repayment of personal loans extended by the bank solely to (i) active government employees at the federal, state, and municipal levels, and (ii) retirees and pensioners covered by the Regime Geral de Previdencia Social (RGPS) pension system, which in turn is managed by the INSS (Instituto Nacional do Seguro Social). Ratings Rationale The review for possible downgrade is prompted mainly by i.) higher credit losses than original estimates and ii.) concerns over the adequate provisioning of the personal loans. It is also based on concerns about the deteriorating credit quality of the bank, whose ratings are currently on review for possible downgrade. In monitoring the performance of the transaction, Moody's considers monthly increase in provisioning, repurchases, substitutions and sales of defaulted credit rights to third parties. The resulting monthly credit loss estimate is reported in the quarterly monitoring reports (and referred to as the annualized loss rate proxy). Moody's notes that the historical losses for this transaction have been higher than for comparable transactions. In addition, recent performance has been volatile given the release of provisions, particularly provisions related to highly delinquent loans (91 days and above). According to data provided by Verax, the manager of the transaction, Moody's has noted instances in which a significant number of delinquent loans classified in arrear buckets "E" (91 to 120 days past due) and arrears bucket "F" (121 to 150 days past due) were re-classified as "D" (61 to 90 days past due) following the sale of one or more past due installments of those loans to third parties outside of the fund. The sale of those installments appears to have triggered a reclassification of the future installments of the outstanding loans. Furthermore, Moody's views the rating of Brazilian consigned loan securitizations like this one as linked to some degree to the rating of Banco Cruzeiro do Sul (Bank Financial Strength Rating of D on review for possible downgrade; Long Term Bank Deposit Rating of Ba3 Global Scale, Local Currency rating on review for possible downgrade) sponsoring the deal. Moody's view is based on the commingling of the securitized flows with collections belonging to the originator and operational and legal issues that could make it difficult to transfer servicing to an alternate servicer. As the primary servicer of the transaction, Banco Cruzeiro do Sul receives cash payments from the jurisdictions and then proceeds to reconcile the received payments to determine which funds are to be transferred to the segregated bank account of the FIDC, and which funds it will retain for consigned loans that have not been sold and remain on its own balance sheet. In the case of a financial failure of the originator, however, cash could become trapped in the estate of the originator until the regulators or the judicial system sorts out what are the cash flows that belong to the securitization. =========================== C A Y M A N I S L A N D S =========================== BLODGETT ASSURANCE: Shareholders' Final Meeting Set for March 20 ---------------------------------------------------------------- The shareholders of Blodgett Assurance Company, Ltd. will hold their final meeting on March 20, 2012, 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: Marsh Management Services Cayman Ltd. c/o Pierre Amparado P.O. Box 1051 Governors Square Bld 4, 2nd Floor 23 Lime Tree Bay Avenue Grand Cayman KY1-1102 Cayman Islands Telephone: (345) 949 7988 Facsimile: (345) 949 7849 BOAT CAPITAL: Shareholders' Final Meeting Set for April 4 --------------------------------------------------------- The shareholders of Boat Capital LDC will hold their final meeting on April 4, 2012, at 12:00 noon, to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Essa Zainal c/o Patricia Tricarico Telephone: (345) 949 5122 Facsimile: (345) 949 7920 P.O. Box 1111 Grand Cayman KY1-1102 Cayman Islands BOW CAPITAL: Shareholders' Final Meeting Set for April 4 -------------------------------------------------------- The shareholders of Bow Capital LDC will hold their final meeting on April 4, 2012, 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: Essa Zainal c/o Patricia Tricarico Telephone: (345) 949 5122 Facsimile: (345) 949 7920 P.O. Box 1111 Grand Cayman KY1-1102 Cayman Islands COREVEST MANAGEMENT: Shareholder Receives Wind-Up Report -------------------------------------------------------- The shareholder of Corevest Management Limited received on March 7, 2012, the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Ogier c/o Daniella Skotnicki Telephone: (345) 815-1861 Facsimile: (345) 949-9877 COREVEST PARTNERS: Shareholders' Final Meeting Set for March 20 --------------------------------------------------------------- The shareholders of Corevest Partners (Intl) Limited will hold their final meeting on March 20, 2012, at 8:00 p.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Ogier c/o Daniella Skotnicki Telephone: (345) 815-1861 Facsimile: (345) 949-9877 CTC OPPORTUNITIES: Shareholders' Final Meeting Set for March 28 --------------------------------------------------------------- The shareholders of CTC Opportunities Master Fund Ltd. will hold their final meeting on March 28, 2012, to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Andrew Hall 440 S. LaSalle Street, 4th Floor Chicago IL 60605 U.S.A. DENALI HEDGED: Shareholders' Final Meeting Set for March 30 ----------------------------------------------------------- The shareholders of Denali Hedged U.S. Equity Fund Ltd. will hold their final meeting on March 30, 2012, to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Admiral Administration Ltd. Admiral Financial Center 90 Fort Street PO Box 32021 Grand Cayman, KY1-1208 Cayman Islands EEA CAYMAN: Shareholders' Final Meeting Set for March 30 -------------------------------------------------------- The shareholders of EEA Cayman Limited will hold their final meeting on March 30, 2012, 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: Walkers Corporate Services Limited Walker House, 87 Mary Street, George Town Grand Cayman KY1-9002 Cayman Islands c/o Jennifer Chailler Telephone: (345) 814 6847 EBB CAPITAL: Shareholders' Final Meeting Set for April 4 -------------------------------------------------------- The shareholders of EBB Capital LDC will hold their final meeting on April 4, 2012, 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: Essa Zainal c/o Patricia Tricarico Telephone: (345) 949 5122 Facsimile: (345) 949 7920 P.O. Box 1111 Grand Cayman KY1-1102 Cayman Islands ISQUARE OFFSHORE: Shareholders' Final Meeting Set for April 1 ------------------------------------------------------------- The shareholders of Isquare Offshore Fund, Ltd. will hold their final meeting on April 1, 2012, 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: Peter Anderson c/o Omar Grant Telephone: (345) 949-7576 Facsimile: (345) 949-8295 P.O. Box 897 Windward 1 Regatta Office Park Grand Cayman KY1-1103 Cayman Islands NAUTICAL CAPITAL: Shareholders' Final Meeting Set for April 4 ------------------------------------------------------------- The shareholders of Nautical Capital LDC will hold their final meeting on April 4, 2012, at 10:30 a.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Essa Zainal c/o Patricia Tricarico Telephone: (345) 949 5122 Facsimile: (345) 949 7920 P.O. Box 1111 Grand Cayman KY1-1102 Cayman Islands RUDDER CAPITAL: Shareholders' Final Meeting Set for April 4 ----------------------------------------------------------- The shareholders of Rudder Capital LDC will hold their final meeting on April 4, 2012, 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: Essa Zainal c/o Patricia Tricarico Telephone: (345) 949 5122 Facsimile: (345) 949 7920 P.O. Box 1111 Grand Cayman KY1-1102 Cayman Islands STREAM CAPITAL: Shareholders' Final Meeting Set for April 4 ----------------------------------------------------------- The shareholders of Stream Capital LDC will hold their final meeting on April 4, 2012, at 11:30 a.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Essa Zainal c/o Patricia Tricarico Telephone: (345) 949 5122 Facsimile: (345) 949 7920 P.O. Box 1111 Grand Cayman KY1-1102 Cayman Islands VARIANT CAPITAL: Shareholders' Final Meeting Set for March 28 ------------------------------------------------------------- The shareholders of Variant Capital Partners Offshore Ltd. will hold their final meeting on March 28, 2012, to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Brian Harris Variant Capital, LP 2659 Townsgate Road, Suite 119 Westlake Village CA 91361 USA WATERFALL CAPITAL: Shareholders' Final Meeting Set for April 4 -------------------------------------------------------------- The shareholders of Waterfall Capital LDC will hold their final meeting on April 4, 2012, at 11:00 a.m., to receive the liquidator's report on the company's wind-up proceedings and property disposal. The company's liquidator is: Essa Zainal c/o Patricia Tricarico Telephone: (345) 949 5122 Facsimile: (345) 949 7920 P.O. Box 1111 Grand Cayman KY1-1102 Cayman Islands =========== M E X I C O =========== ALMACENADORA MERCADER: Moody's Withdraws 'B1' Issuer Ratings ------------------------------------------------------------ Moody's Investors Service has withdrawn Almacenadora Mercader, S.A.'s long and short term local currency issuer ratings of B1 and Not Prime. Also, Moody's de Mexico has withdrawn Almer's long and short National Scale issuer ratings of Baa2.mx and MX-3. The outlook on all ratings before the withdrawal was stable. Ratings Rationale Moody's has withdrawn the rating for its own business reasons. The last rating action on Almer was on June 3, 2010, when Moody's upgraded the general deposit warehouse's National Scale issuer rating to Baa2.mx, form Baa3.mx. The following Almer ratings were withdrawn: -- Long term local currency issuer rating of B1 -- Short term local currency issuer rating of Not Prime -- Long term National Scale issuer rating of Baa2.mx -- Short term National Scale issuer rating of MX-3 ===================== P U E R T O R I C O ===================== VITRO SAB: April 9 Trial on Enforcement of Plan in U.S. ------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Vitro SAB de CV will learn after a trial beginning April 9 in Dallas whether the bankruptcy reorganization approved by a court in Mexico will be enforced in the U.S. If it's not enforced in the U.S., bondholders may be able to frustrate the reorganization by seizing assets in the U.S. or glomming payments from U.S. customers headed for Mexico. The report relates that before the April trial, U.S. Bankruptcy Judge Harlin "Cooter" Hale is stopping holders of US$1.2 billion in defaulted bonds from collecting judgments or seizing assets. Judge Hale is allowing bondholders to continue lawsuits in the U.S. "to reduce their claims to judgment." According to the report, until the trial is concluded, Judge Hale told the Vitro companies they may "only operate in the ordinary course" and are prohibited "from moving assets or diverting business opportunities." Judge Hale made his four-page ruling March 12 following a March 5 hearing where Vitro was seeking enforcement of the Mexican reorganization and an injunction against creditor actions in the U.S. Hale declined to make a final ruling March 12, saying he will issue a decision at the end of the trial to begin April 9 and consume 24 hours spread over the week. The suit in bankruptcy court to enjoin actions by the bondholders is Vitro SAB de CV v. ACP Master Ltd. (In re Vitro SAB de CV), 12-03027, U.S. Bankruptcy Court, Northern District of Texas (Dallas). The bondholders' appeal in the circuit court is Ad Hoc Group of Vitro Noteholders v. Vitro SAB de CV (In re Vitro SAB de CV), 11-11239, 5th U.S. Circuit Court of Appeals (New Orleans). The appeal in district court was In re Vitro SAB de CV, 11-3554, U.S. District Court, Northern District of Texas (Dallas). 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. But an appellate court in Mexico reinstated the reorganization in April 2011. Following the reinstatement, Vitro SAB on April 14, 2011, 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). The Vitro parent received sufficient acceptances of its reorganization by using the US$1.9 billion in debt owing to subsidiaries to vote down opposition by bondholders. The holders of US$1.2 billion in defaulted bonds opposed the Mexican reorganization plan because shareholders could retain ownership while bondholders aren't being paid in full. Vitro announced in March 2012 that it has implemented the reorganization plan approved by a judge in Monterrey, Mexico. 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. 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. Blackstone Advisory Partners L.P. serves as financial advisor to the Committee. The U.S. Vitro companies sold their assets to American Glass Enterprises LLC, an affiliate of Sun Capital Partners Inc., for US$55 million. U.S. subsidiaries of Vitro SAB are having their cases converted to liquidations in Chapter 7, court records in January 2012 show. In December, the U.S. Trustee in Dallas filed a motion to convert the subsidiaries' cases to liquidations in Chapter 7. The Justice Department's bankruptcy watchdog said US$5.1 million in bills were run up in bankruptcy and hadn't been paid. =============== X X X X X X X X =============== * Upcoming Meetings, Conferences and Seminars --------------------------------------------- April 3-5, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference Grand Hyatt Atlanta, Atlanta, Ga. Contact: http://www.turnaround.org/ Apr. 19-22, 2012 AMERICAN BANKRUPTCY INSTITUTE Annual Spring Meeting Gaylord National Resort & Convention Center, National Harbor, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ July 14-17, 2012 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 2-4, 2012 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hyatt Regency Chesapeake Bay, Cambridge, Md. Contact: 1-703-739-0800; http://www.abiworld.org/ November 1-3, 2012 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Westin Copley Place, Boston, Mass. Contact: http://www.turnaround.org/ Nov. 29 - Dec. 2, 2012 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference JW Marriott Starr Pass Resort & Spa, Tucson, Ariz. Contact: 1-703-739-0800; http://www.abiworld.org/ April 10-12, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Spring Conference JW Marriott Chicago, Chicago, Ill. Contact: http://www.turnaround.org/ October 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ *********** 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, Ivy B. Magdadaro, Frauline S. Abangan, and Peter A. Chapman, Editors. Copyright 2012. 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 Peter Chapman at 240/629-3300. * * * End of Transmission * * *