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        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

              Wednesday, March 28, 2012, Vol. 13, No. 063


                            Headlines



A R G E N T I N A

YPF SA: Fitch Downgrades Issuer Default Rating to Low-B


B A R B A D O S

REDJET: Barbados PM Agreed to Meet With Management


B E R M U D A

ASSOCIATED EXPRESS: Court to Hear Wind-Up Petition on April 20
CHEVRON GERMANY: Creditors' Proofs of Debt Due April 6
CHEVRON GERMANY: Members' Final Meeting Set for April 27
FULL CIRCLE: Creditors' Proofs of Debt Due April 9
FULL CIRCLE: Members' Final Meeting Set for April 25

ROYAL CUISINE: Court to Hear Wind-Up Petition on April 20


C A Y M A N   I S L A N D S

BLACK'S LINK: Creditors' Proofs of Debt Due April 16
CIUDAD MANAGEMENT: Commences Liquidation Proceedings
DIF PARADOX: Creditors' Proofs of Debt Due April 26
HG HOLDINGS: Creditors' Proofs of Debt Due April 26
HG HOLDINGS II: Creditors' Proofs of Debt Due April 26

JAPAN ASSET: Creditors' Proofs of Debt Due April 25
LOW VOLATILITY: Creditors' Proofs of Debt Due April 23
MITSUI QATARGAS 3: Creditors' Proofs of Debt Due April 25
SAM YIELD: Creditors' Proofs of Debt Due April 25
THIRTEEN AQUA: Creditors' Proofs of Debt Due April 18


C H I L E

CORPBANCA AND CORP: Fitch Withdraws Support Rating Floor at 'BB-'


J A M A I C A

LIME JAMAICA: Waiting for Emergency Legislation to be Re-Tabled


M E X I C O

CORPOVAEL SA: Moody's Reviews 'B2' Issuer Rating for Upgrade
GRUPO FAMSA: Fitch Affirms Issuer Default Rating at 'B+'
UNION PROGRESO: Moody's Downgrades GLC Deposit Rating to 'B3'


T R I N I D A D  &  T O B A G O

CL FIN'L: Bill From Collapse to Cost 10-15cents of Regional GDP
TRINIDAD CEMENT: 'Labor Unrest Could Scare Off Investors'


                            - - - - -


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


YPF SA: Fitch Downgrades Issuer Default Rating to Low-B
-------------------------------------------------------
Fitch Ratings has downgraded the following ratings for YPF S.A.:

  -- Foreign currency (FC) Issuer Default Rating (IDR) to 'B'
from
     'B+';

  -- Local currency IDR to 'BB-' from 'BB'.

Simultaneously, Fitch has downgraded the international scale
rating of debt issuances by YPF to 'B+' and has affirmed the
recovery rating to such issuances at 'RR3'.  'RR3' reflects good
recovery prospects in the event of default.

In conjunction with these rating actions Fitch has affirmed YPF's
national scale rating and its domestic debt issuances at 'AAA
(Arg)'.

The Rating Outlook is Stable.

YPF's ratings downgrade reflects the recent withdrawal of
concessions which suggests a greater degree of government
interference in the energy sector, particularly towards YPF.  In
addition, the announcement on March 21st of a change in the
company's dividend policy for this year might reduce the
likelihood of support from YPF's controlling shareholder Repsol
YPF in the event of distress.  YPF's FC IDR downgrade at the
level of Argentina's country ceiling reflects the existence of no
material resources outside Argentina to reduce the transfer and
convertibility risks.

Two of Argentina's oil-producing provinces, Chubut and Santa
Cruz, decided to withdraw concessions from YPF.  Fitch recognizes
that these concessions represent only 2.76% and 2.38% of YPF's
total production and reserves in 2011, but an extension of
government control over YPF's operations in other energy-rich
areas could affect the company's cash flow.  Currently, other
provinces have indicated their intention to review current
concession contracts with YPF.

On March 21, YPF's Board of Director announced that it would
capitalize dividends in relation to accumulated results for FY
2011 and thus would not pay any cash dividends; a change, from
the YPF's major shareholders agreement which indicated a 90%
payout ratio.  As a result, Fitch has downgraded Repsol YPF's
rating to 'BBB' from 'BBB+' and decided to deconsolidate YPF from
Repsol's financial statements.

YPF maintains a solid business profile as Argentina's dominant
integrated oil company and good credit ratios.  Key credit
concerns center on YPF's weak upstream operating measures, a debt
profile concentrated in the short term and exposure to
government's interference risk.  As of December 2011, YPF's cash
position was US$ 339 million which compares to US$ 1.9 billion of
short-term debt. YPF is controlled by Repsol YPF which is rated
'BBB' by Fitch.

Fitch downgrades and affirms the following ratings for YPF as
indicated:

  -- FC IDR to 'B' from 'B+';
  -- LC IDR to 'BB-' from 'BB';
  -- US$ 100 million notes due 2028 to 'B+'; Recovery Rating
     affirmed at 'RR3'
  -- National IDR at 'AAA (arg);
  -- Class III notes for US$50 million at 'AAA(arg)';
  -- Class V notes for ARP100 million at AAA(arg)';
  -- Two bond programs for US$ 1 billion each at 'AAA (arg)':
  -- Equity rating at 'Level 1'.


===============
B A R B A D O S
===============


REDJET: Barbados PM Agreed to Meet With Management
--------------------------------------------------
Caribbean360.com reports that Barbados Prime Minister Freundel
Stuart has agreed to meet with management of low-cost carrier,
REDjet (Airone Caribbean/Airone Ventures Limited).

Mr. Stuart has however cautioned the airline that the meeting was
not an indication that government was willing to subsidies the
airline, according to Caribbean360.com.

However, the report notes the Prime Minister stated that the
airline's contribution to regional travel could not be under-
estimated.

Government officials are in discussion with REDjet management,
and Mr. Stuart has given the assurance that the entire picture
will be taken into consideration before a final decision is made,
the report adds.

As reported in the Troubled Company Reporter-Latin America on
March 26, 2012, RJR News reports that REDjet's decision to
suspend all flights came a day after the airline announced the
addition of its new route to Antigua and Barbuda.   REDjet
officials are calling on the Barbadian government for close to
$8,000,000 in assistance, and to receive the same subsidies as
other airlines, RJR News noted.  The report disclosed that Mr.
Maharaj said governments cannot continue to expose themselves as
a guarantor to private enterprises.

                         About REDjet

REDjet (Airone Caribbean/Airone Ventures Limited) is a startup
low-cost carrier (LCC) based at the Grantley Adams International
Airport in Christ Church, Barbados, near Bridgetown.
Incorporated in Barbados, the privately owned airline features a
fleet of McDonnell Douglas MD-82 and MD-83 aircraft.


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


ASSOCIATED EXPRESS: Court to Hear Wind-Up Petition on April 20
--------------------------------------------------------------
A petition to wind up the operations of Associated Express Ltd
will be heard before the Supreme Court of Bermuda on April 20,
2012, at 9:30 a.m.

Jean Mathias filed the petition against the company on March 15,
2012.


CHEVRON GERMANY: Creditors' Proofs of Debt Due April 6
------------------------------------------------------
The creditors of Chevron Germany Exploration Limited are required
to file their proofs of debt by April 6, 2012, to be included in
the company's dividend distribution.

The company commenced wind-up proceedings on March 20, 2012.

The company's liquidator is:

         Jeffrey J. Allison
         Chevron House, 11 Church Street
         Hamilton
         Bermuda


CHEVRON GERMANY: Members' Final Meeting Set for April 27
--------------------------------------------------------
The members of Chevron Germany Exploration Limited will hold
their final general meeting on April 27, 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:

         Jeffrey J. Allison
         Chevron House, 11 Church Street
         Hamilton
         Bermuda


FULL CIRCLE: Creditors' Proofs of Debt Due April 9
--------------------------------------------------
The creditors of Full Circle Insurance Limited are required to
file their proofs of debt by April 9, 2012, to be included in the
company's dividend distribution.

The company commenced wind-up proceedings on March 21, 2012.

The company's liquidator is:

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


FULL CIRCLE: Members' Final Meeting Set for April 25
----------------------------------------------------
The members of Full Circle Insurance Limited will hold their
final general meeting on April 25, 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:

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


ROYAL CUISINE: Court to Hear Wind-Up Petition on April 20
---------------------------------------------------------
A petition to wind up the operations of Royal Cuisine Limited
will be heard before the Supreme Court of Bermuda on April 20,
2012, at 9:30 a.m.

Jean Mathias filed the petition against the company on March 15,
2012.


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


BLACK'S LINK: Creditors' Proofs of Debt Due April 16
----------------------------------------------------
The creditors of Black's Link Asia OC Fund Limited are required
to file their proofs of debt by April 16, 2012, to be included in
the company's dividend distribution.

The company commenced liquidation proceedings on March 12, 2012.

The company's liquidator is:

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


CIUDAD MANAGEMENT: Commences Liquidation Proceedings
----------------------------------------------------
On Feb. 10, 2012, the members of Ciudad Management Limited
resolved to voluntarily liquidate the company's business.

The company's liquidator is:

         Jonathan William Bailey
         Palm Grove House
         P.O. Box 438, Road Town
         Tortola
         British Virgin Islands


DIF PARADOX: Creditors' Proofs of Debt Due April 26
---------------------------------------------------
The creditors of DIF Paradox Holdings Ltd. are required to file
their proofs of debt by April 26, 2012, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on March 12, 2012.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814 6847


HG HOLDINGS: Creditors' Proofs of Debt Due April 26
---------------------------------------------------
The creditors of HG Holdings Ltd. are required to file their
proofs of debt by April 26, 2012, to be included in the company's
dividend distribution.

The company commenced liquidation proceedings on March 2, 2012.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814 6847


HG HOLDINGS II: Creditors' Proofs of Debt Due April 26
------------------------------------------------------
The creditors of HG Holdings II Ltd. are required to file their
proofs of debt by April 26, 2012, to be included in the company's
dividend distribution.

The company commenced liquidation proceedings on March 2, 2012.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814 6847


JAPAN ASSET: Creditors' Proofs of Debt Due April 25
---------------------------------------------------
The creditors of Japan Asset Trading Inc. are required to file
their proofs of debt by April 25, 2012, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on March 9, 2012.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814 6847


LOW VOLATILITY: Creditors' Proofs of Debt Due April 23
------------------------------------------------------
The creditors of Low Volatility SPC are required to file their
proofs of debt by April 23, 2012, to be included in the company's
dividend distribution.

The company commenced wind-up proceedings on Feb. 20, 2012.

The company's liquidator is:

         Ogier
         c/o Michael Lubin
         Telephone: (345) 815 1793
         Facsimile: (345) 949-9877
         89 Nexus Way, Camana Bay
         Grand Cayman KY1-9007
         Cayman Islands


MITSUI QATARGAS 3: Creditors' Proofs of Debt Due April 25
---------------------------------------------------------
The creditors of Mitsui Qatargas 3 Ltd. are required to file
their proofs of debt by April 25, 2012, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on March 8, 2012.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814 6847


SAM YIELD: Creditors' Proofs of Debt Due April 25
-------------------------------------------------
The creditors of Sam Yield Enhancement Fund are required to file
their proofs of debt by April 25, 2012, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on March 9, 2012.

The company's liquidator is:

         Walkers Corporate Services Limited
         Walker House, 87 Mary Street, George Town
         Grand Cayman KY1-9005
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814 6847


THIRTEEN AQUA: Creditors' Proofs of Debt Due April 18
-----------------------------------------------------
The creditors of Thirteen Aqua Holdings, Ltd. are required to
file their proofs of debt by April 18, 2012, to be included in
the company's dividend distribution.

The company commenced wind-up proceedings on March 2, 2012.

The company's liquidator is:

         J. Ira Harris
         220 Sunrise Avenue
         #210, Palm Beach, Florida 33480
         United States of America
         Telephone: +345 949 2648
         Facsimile: +345 949 8613


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C H I L E
=========


CORPBANCA AND CORP: Fitch Withdraws Support Rating Floor at 'BB-'
-----------------------------------------------------------------
Fitch Ratings has withdrawn Corpbanca's and Corp Group Interhold
S.A.'s ratings as listed at the end of this release.  Fitch has
withdrawn the ratings as Corpbanca and Corp Group Interhold S.A.
have chosen to stop participating in the rating process.
Therefore, Fitch will no longer have sufficient information to
maintain the ratings.  Accordingly, Fitch will no longer provide
ratings or analytical coverage for Corpbanca's and Corp Group
Interhold S.A.

Fitch maintains Corpbanca's and Corp Group Interhold S.A.'s
ratings on Rating Watch Negative as it is unable to resolve the
rating watch at the present time given that the proposed
acquisition of Banco Santander Colombia, which led to the
assignment of the Rating Watch on Dec. 13, 2011 has not yet been
concluded, as it still pending the regulatory approvals in Chile
and Colombia.  The Rating Watch Negative reflects Fitch's opinion
that on completion of the acquisition under the announced
conditions, Fitch would likely have downgraded Corpbanca's issuer
default and viability ratings, and Corp Group Interhold S.A.'s
issuer default rating.  If the transaction was not completed and
Corpbanca's financial profile didn't change materially, Fitch
would have affirmed its ratings at their present levels with a
Stable Outlook.

Fitch has withdrawn the following Corpbanca ratings:

  -- Foreign and Local currency Long-term Issuer Default Rating
     (IDR) of 'BBB+'; Rating Watch Negative;
  -- Viability Rating of 'bbb+'; Rating Watch Negative;
  -- US$200 million bonds programme Foreign Currency Long-term
     rating of 'BBB+'; Rating Watch Negative.

Fitch has affirmed and withdrawn the following Corpbanca ratings:

  -- Foreign and Local currency Short-term IDR at 'F2'; Outlook
     Stable;
  -- Support Rating at '3';
  -- Support Rating Floor at 'BB-';

Fitch has withdrawn the following Corp Group Interhold S.A.
ratings:

  -- Long-term IDR of 'BBB-'; Rating Watch Negative;
  -- Long-term rating of its US$130 million senior notes of
     'BBB-'; Rating Watch Negative.


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


LIME JAMAICA: Waiting for Emergency Legislation to be Re-Tabled
---------------------------------------------------------------
Jamaica Observer reports that LIME Jamaica Limited (formerly
Cable & Wireless Jamaica Limited) said it is still awaiting an
emergency legislation to be re-tabled in parliament, which will
allow Digicel Group's rivals to charge lower cross-network rates
without incurring sizeable losses.

The legislation will, among other things, give the Office of the
Utilities Regulations the authority to set a lower, interim
termination rate between telecommunications providers, according
to Jamaica Observer.  The report notes that LIME complained that
Digicel Group had been permitted to obtain Claro Jamaica's
licenses and proceed with the merger, while "termination rates
and other disparities in the competitive environment remain the
same", according to LIME's managing director for Jamaica and
Cayman, Garry Sinclair, in response to Observer queries.

"We must reiterate that the reduction in termination rates is one
of several critical changes required for the restoration of
competitiveness in the telecoms market. . . . Digicel now has a
one-rate option in the market but only Digicel can afford to have
such an "option" because of the artificially high termination
rates, which directly impacts the cross-net retail rate that LIME
can offer its customers to call Digicel, and their unregulated
dominant position," the report quoted Mr. Sinclair said as
saying.

"In the meantime, the market remains dangerously one-sided with
only LIME regulated, despite the undisputed dominance of our
competitor," he added, the report notes.

As reported in the Troubled Company Reporter-Latin America on
Feb. 22, 2012, RJR News said Bustamante Industrial Trade Union,
LIME Jamaica union representing the firm's workers is urging
Phillip Paulwell, Jamaica Minister responsible for
telecommunications, to speed up legislation to address imbalances
in regulations governing the sector.  The University and Allied
Workers Union and the Jamaica Telephone Company (JTC) Executive
and Allied Staff Association made a similar call, according to
RJR News.  The report noted that the unions said the proposed
legislation will bring benefits for the workers at LIME and, by
extension, consumers.  The report related that LIME, which has
been losing billions of dollars, stated that while an agreement
has not yet been reached among the players in the industry.

                        About LIME Jamaica

Headquartered in Kingston, Jamaica, LIME Jamaica Limited
(formerly Cable & Wireless Jamaica Limited) is a subsidiary of
Cable & Wireless plc.  The company is involved in providing
domestic and international telecommunications services to both
individual and businesses enterprise customers.

                           *     *    *

As reported in the Troubled Company Reporter on Feb. 6, 2012,
the Board of Directors of LIME released the unaudited
consolidated results of the company, Jamaica Digiport
International Limited (101), and other subsidiaries, for the
quarter ended Sept. 30, 2009.  The report related that revenue
for the quarter declined 10% to JM$5,104 million from JMS5,567
million for the same period in 2008.  Jamaica Gleaner noted that
LIME's accumulated deficit has climbed to more than JM$17
billion.  Concurrently, its equity base has diminished to JM$2
billion on its December 2011 unaudited balance sheet, reflecting
book value of two cents per share, the report added.


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


CORPOVAEL SA: Moody's Reviews 'B2' Issuer Rating for Upgrade
------------------------------------------------------------
Moody's de Mexico has assigned a provisional A3.mx national scale
rating to the proposed bond issuance of Corpovael, S.A. de C.V.
((P)Ba3 global scale, local currency).  Concurrently, the
company's B2/Baa3.mx issuer rating was placed on review up.
Moody's has withdrawn the Baa3.mx national scale rating
previously assigned to the company's proposed MTN program.

Ratings Rationale

CADU proposes to issue US$300 million pesos from a five-year, $1
billion peso MTN program.  The notes will have a maturity of
three years and will carry a partial credit guaranty from Mexican
development bank Nacional Financiera, S.N.C. (Nafin).  CADU and
Nafin will enter into a line of credit agreement in the amount of
$144 million pesos which will be used to guarantee up to 48% of
principal and interest payments on the bond in the event CADU is
unable to make full and/or timely payment.  The Nafin guarantee
is backed by a pool of assets held in a trust, the value of which
must be maintained at 1.5x the total amount of the line of
credit. In addition, the line of credit will be guaranteed by all
of CADU's subsidiaries.

The (P)Ba3 rating of the proposed issuance is reflects several
factors including CADU's underlying issuer rating, the credit
quality of Nafin (whose debt obligations are irrevocably
guaranteed by the Mexican government, rated Baa1/Stable outlook),
the amortization schedule of the transaction, how the guarantee
is applied in the event of default and the expected recovery
values of the transaction's collateral, which correlate directly
to CADU's issuer rating.

Moody's initiated its review as a result of continued strength in
the company's credit metrics, particularly leverage (as measured
by Debt/EBITDA) and fixed charge coverage as well as the
announcement of its proposed local market issuance partially
guaranteed by Nafin. This transaction is the first major capital
markets issuance that the company has embarked on and will
provide them with additional capital to diversify geographically
into the Bajio region and the State of Mexico.  The transaction
also diversifies the company's capital market access and extends
the company's debt maturity schedule.  Currently, the company has
substantial geographic concentration in the State of Quintana
Roo, whose economy is largely reliant on the tourism sector.

Moody's review on CADU's issuer ratings will focus on the
progress and ultimate consummation of the proposed transaction
and is expected to be concluded in early April, consistent with
the closing of the transaction.  Should the transaction not close
Moody's would most likely confirm CADU's current issuer ratings
with a stable outlook.

The following rating was assigned:

Corpovael, S.A. de C.V.

- (P)Ba3/A3.mx to the proposed bond rating

The following rating was withdrawn:

Corpovael, S.A. de C.V.

- (P)B2/Baa3.mx proposed unsecured MTN program

The following rating was placed on review for possible upgrade:

Corpovael, S.A. de C.V.

- B2 Baa3.mx issuer rating

Moody's last rating action with respect to CADU took place on
July 29, 2011 when Moody's de Mexico assigned a Baa3.mx national
scale rating to the proposed unsecured MTN program, ((P)B2 global
scale, local currency).  In addition, Moody's assigned a Baa3.mx
national scale issuer rating (B2 global scale, local currency).
This was the first time Moody's rated CADU.  The rating outlook
was stable.


GRUPO FAMSA: Fitch Affirms Issuer Default Rating at 'B+'
--------------------------------------------------------
Fitch Ratings has affirmed the following ratings of Grupo Famsa,
S.A.B. de C.V. (Famsa or the Issuer):

  -- Foreign Currency Issuer Default Rating (IDR) at 'B+';
  -- Local Currency IDR at 'B+';
  -- Long-term National Scale Rating at 'BBB(mex)';
  -- Short-term National Scale Rating at 'F3(mex)';
  -- US$200 million senior unsecured notes due in 2015 at
     'B+/RR4';
  -- MXN1 billion Certificados Bursatiles issuance due 2014,
     'BBB(mex)'.
  -- MXN1 billion Short-term Certificados Bursatiles programs at
     'F3(mex)'.

The Rating Outlook is Stable.

Famsa's ratings reflect its market position in the Mexican retail
sector, geographic and product diversification, broadly stable
operating cash flow generation by the retail operation, and the
strong linkage with its banking subsidiary, Banco Ahorro Famsa
(BAF, or the Bank), rated 'BBB(mex)' by Fitch.  On the other
hand, the ratings are constrained by lower Same Store Sales (SSS)
when compared to peers, both in Mexico, and particularly, in the
U.S. The 'RR4' rating reflects an expected recovery of between
30% and 50% in case of default.

Regarding revenues, those of BAF have increased strongly over the
last few years. Nonetheless, SSS for Mexico (which include
financial revenues) have underperformed the industry (as compared
to the company's ANTAD peers).  Similarly, the U.S. operations
have shown a decline in SSS terms since 2008, and double digit
decreases in the last two years, resulting in a negative EBITDA
of MXN202 million for 2011, mainly driven by operations on the
West Coast.

Due to the aforementioned weak results by FAMSA USA, the company
has recently announced its openness to consider strategic
alternatives with regards to FAMSA's U.S. operations.  If any
alternative that might be undertaken is able to stem the outflow
of cash to FAMSA USA, as well as perhaps diminish the debt
burden, it could be considered a leverage-positive development.
Continued negative results in the U.S. or failure to undertake
any strategic alternative that alleviates this situation, should
pressure the ratings.

During 2011, consolidated revenues grew 1.6% on a year-to-year
basis, while EBITDA grew 1.2%, constrained by FAMSA USA's
negative EBITDA for the year.  Full year consolidated total debt
to EBITDA and adjusted debt to EBITDAR ratios for 2011 (excluding
bank deposits), have risen to 3.4 times (x) and 4.6x,
respectively.  Including bank deposits these ratios increase to
9.4x and 8.6x, respectively.  EBITDA to interest expense and
EBITDAR to interest expense plus rents, have remained broadly
stable, at 1.4x and 1.2x, respectively for 2011.  This reflects
the issuer's increased reliance on its banking subsidiary for
financing its Mexican customers' purchases.

Famsa's financial division, BAF (around 45% of Famsa's total
assets), reflects a good franchise and competitive position in
consumer finance mainly in Northeastern Mexico, sustained and
consistent financial performance in the last two years,
notwithstanding its high loan allowance expenses (2011: 85.7% of
pre-tax, pre-reserves net income), reasonable capital adequacy,
as well as, lower cost of funding by a diversified and growing
base of customer deposits.  BAF also shows an intrinsic growth of
its loan portfolio, which has contributed to reduce associated
expenses; however, customers' sensitivity to a weak economic
environment continues to be a limiting factor in the short term
for the bank's asset quality (2011: 11.0% of impaired loans to
gross loans ; around 26% considering net charge-offs).

During 2011, return on assets (ROA) and return on equity (ROE)
were 1.9% and 12.3%, respectively, while efficiency ratio
(operating costs to total revenues) was 45.1%.  Fitch considers
that the main challenges ahead for BAF will be the competitive
environment, strengthening operational efficiency and control of
credit costs.

Credit risk is BAF's major exposure.  While commercial loans have
grown considerably (+22.7% in the last year), the portfolio is
still mainly composed of consumer loans (73.5% of total
portfolio).  Adverse economic conditions affected its borrowers'
payment capacity, deteriorating its asset quality indicators;
however, its past due loans coverage ratios are ample (2011:
143.7%), but asset quality remains weak.  Commercial loans (18.5%
of total portfolio) are highly concentrated. In Fitch's opinion,
BAF's market risk is low.

BAF's funding mix and costs continues with a positive evolution.
Customer deposits as its main funding source have demonstrated
stability through different phases of the economic cycle.  In
Fitch's opinion, the moderate portion of liquid assets and the
stability of deposits are critical factors that significantly
mitigate the bank's liquidity risk.

In Fitch's view the continued profit generation in the last two
years has allowed BAF to maintain a reasonable financial position
and reduce its dependence for capital infusions from its
shareholders.  This does not reduce or eliminate inter-company
synergies, which will continue in the foreseeable future.  At the
end of 2011, the regulatory capitalization ratio was 13.1% (2010:
13.0%), and is expected to remain relatively stable in the near
future, due to its financial performance.

Famsa is one of the main players in its sector, competing with
other national Mexican retail chains such as Elektra and Coppel,
which also target the low income segment of the population.  In
recent years, and as part of its strategy, Famsa increased store
openings, both at home and abroad, as a way to improve its market
position by diversifying its geographic footprint.  Due to recent
disappointing results, particularly for U.S. operations, the
company has undertaken store consolidations and targeted store
openings.

For year-end 2011, Famsa total debt amounted to MXN5.8 billion
and bank deposits totaled MXN10.4 billion.  Famsa's debt is
comprised by bank loans, national short and long term issuances,
a US$200 million bond due 2015.  Short-term debt as of Dec. 31,
2011 was about MXN2 billion, which, taking into account the
company's cash flow generation, cash holdings of about MXN1.4
billion (approximately MXN 1 billion outside of BAF, which is a
regulated banking entity), and track record of successfully
refinancing short-term debt, should be manageable.  The company
has not issued dividends for the last few years and it is
projecting about MXN400 million of CapEx for 2012.

Going forward, Fitch would view an increase in SSS, an upgrade of
BAF or a change to a richer mix of sales as generally positive to
credit quality.  Conversely, it would take a dim view of
decreases in EBITDA generation by the retail operation, failure
to deleverage due to a strategic event concerning FAMSA USA, or
an increase in short-term debt as a percentage of total (non-
depositary) debt.


UNION PROGRESO: Moody's Downgrades GLC Deposit Rating to 'B3'
-------------------------------------------------------------
Moody's Investors Service downgraded Union Progreso, S.A. de
C.V.'s long term global local currency (GLC) deposit rating to B3
from B1; this rating was placed on review for downgrade.  Moody's
also placed on review for downgrade Progreso's bank financial
strength rating (BFSR) of E+, and changed the unsupported
baseline credit assessment to B3 from B1.  At the same time,
Moody's de Mexico downgraded Progreso's Mexican National Scale
long and short term ratings to Ba2.mx/MX-4 from Baa3.mx/MX-3.
These ratings were also placed on review for further downgrade.

Ratings Rationale

According to Moody's, the downgrade of Progreso's ratings
reflects its weakened risk profile as it incorporates sizable
amount of distressed assets into its balance sheet that were
previously held on anundisclosed affiliated entity (Foprocap).
The downgrade further reflects Moody's concerns about the opacity
and poor disclosure of financial information, as well as the
implications of Grupo Progreso's complex corporate structure ,
and potential lack of transparency in regards to intercompany
transactions.

Moody's cited that the review for further downgrade of its
ratings takes into account Progreso's weak risk absorption
capacity resulting from its modest capital base and relative to
the large amount of distressed assets (i.e. past due loans,
foreclosed assets and accounts receivable) that have been
incorporated into Progreso.  In particular, Moody's is concerned
about the significant amount of reserves Progreso would need to
create to cover for such problematic assets, including some
Ms$112.7 million of repossessed assets -- an amount equivalent to
59% of its current capital base.

That said, the review of Progreso's ratings also takes into
account the fact that a recent inspection by Mexican bank
regulators, CNBV, preliminarily has determined that the bulk of
repossessed assets Progreso received from Foprocap could instead
be classified as fixed assets because of their contractual
nature. Therefore, by reclassifying these amounts as fixed
assets, Progreso's provisioning needs would be significantly
reduced, a decision that would alleviate the credit union's
capital adequacy ratios.  Moody's therefore will conclude its
review upon CNBV's final resolution of this matter.

Other points covered by the review include Moody's concerns about
Progreso's heightened execution risks in light of the many
corporate initiatives management has underway.  These include
aggressive loan growth plans, business expansion into areas and
products out of Progreso's core footprint, and transformation
into a regional bank by the combination with an affiliated
entity.  In Moody's review, therefore, Moody's will assess
management's progress in all these initiatives and the extent to
which they affect the issuers' performance.

The last rating action on Progreso was on December 23, 2008, when
Moody's assigned first-time deposit ratings to Progreso.


===============================
T R I N I D A D  &  T O B A G O
===============================


CL FIN'L: Bill From Collapse to Cost 10-15cents of Regional GDP
---------------------------------------------------------------
Julien Neaves at Trinidad Express reports that Trinidad Central
Bank Governor Ewart Williams said that the tremendous bill of CL
Financial Limited collapse is "still accumulating" and could cost
between 10 and 15% of regional GDP.

"That a lot of money," the report quoted Mr. Williams as saying.

Mr. Williams said regional financial systems for the most part
"displayed remarkable resilience" to the global financial crisis,
but faced their own challenges due to the collapse of the largest
regional conglomerate CL Financial, according to Trinidad
Express.

The report notes that Mr. Williams said the "Colonial Life
Insurance Company (Trinidad) Limited (CLICO) crisis" had
"entrapped" this country, Barbados, Guyana, and Suriname via
CLICO subsidiaries, and the Organization of Eastern Caribbean
States (OECS) and the Bahamas through CL Financial subsidiary
BICO Insurance.

Mr. Williams said that insurance legislation was "woefully
outdated" in the region except for Jamaica, though the Jamaican
financial crisis of the 1990s and the CL Financial crisis
originated in the insurance sector, Trinidad Express says.

                        About CL Financial

CL Financial Group Limited is a privately held conglomerate in
Trinidad and Tobago.  Founded as an insurance company by Cyril
Duprey, Colonial Life Insurance Company was expanded into a
diversified company by his nephew, Lawrence Duprey.  CL Financial
is now one of the largest local conglomerates in the region,
encompassing over 65 companies in 32 countries worldwide with
total assets standing at roughly US$100 billion.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
August 10, 2009, A.M. Best Co. downgraded the financial strength
rating to C (Weak) from B (Fair) and issuer credit rating to
"ccc" from "bb" of Colonial Life Insurance Company (Trinidad)
Limited (CLICO) (Trinidad & Tobago).  The ratings remain under
review with negative implications.  CLICO is an insurance member
company of CL Financial Limited (CL Financial), a diversified
holding company based in Trinidad & Tobago.

According to a TCR-LA report on Feb. 20, 2009, citing Trinidad
and Tobago Express, Tobago President George Maxwell Richards
signed bailout bills for CL Financial, giving the government the
authority to control the company's unit, Colonial Life Insurance
Company, and giving the central bank extensive powers to treat
with CL Financial's collapse and the consequent systemic crisis.


TRINIDAD CEMENT: 'Labor Unrest Could Scare Off Investors'
---------------------------------------------------------
Julien Neaves at Trinidad Express reports that Trinidad Central
Bank Governor Ewart Williams said the country's industrial
relations climate, including the ongoing strike at Trinidad
Cement Ltd, could potentially scare away investors.

"If you're an investor and you're faced with an unstable
industrial relations climate you are not putting your money out.
And therefore any hope of private sector investment could be
easily limited.  It could be snuffed out unless we're able to
find some way of establishing a more cordial industrial relations
climate," the report quoted Mr. Williams as saying.

The report notes that Mr. Williams noted that due to the TCL
strike, which is entering its fifth week, prices of cement have
"gone up significantly" and there were quotes of prices going
from TT$50 to TT$75, a 50 per cent increase.

"So that can't be a good thing.  It will certainly impact on the
construction sector at the precise time when we are now trying to
get it going in order to support the recovery," Mr. Williams
said, Trinidad Express notes.

Trinidad Express says that The Central Bank Governor noted he was
also worried about "the climate of industrial relations that's
developing. . . . It's not something that's healthy and it's not
something that could be supportive of our efforts at economic
resurgence."

                       About Trinidad Cement

Trinidad Cement Limited is a cement company and is the parent
company of Caribbean Cement Company Limited.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
Oct. 5, 2011, RJR News reports that Trinidad Cement Limited has
now reached an agreement with its debtors on the terms and
conditions attached to the repayment of its debt.  The agreement
will convert most of the company's debt into an 8-year facility,
to be paid, quarterly, from March 2013, according to RJR News.
The report related that deal also includes certain performance
criteria for repaying the debt and if those are not met, the
company will be penalized.


                           ***********


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.


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