TCRLA_Public/130306.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

           Wednesday, March 6, 2013, Vol. 14, No. 46


                            Headlines



A N T I G U A  &  B A R B U D A

LIAT: Suspends Flights to St Lucia


B R A Z I L

COPASA: Moody's Affirms Ba1 CFR; Changes Outlook to Positive
GOL LINHAS: Smiles IPO is Credit Positive Says Moody's
LUPATECH S.A.: Late Payment No Impact on Moody's Caa2 Rating


C A Y M A N  I S L A N D S

CAPRI OVERSEAS: Members Receive Wind-Up Report
CASTLERIGG GLOBAL: Shareholders Receive Wind-Up Report
CHINA DRAGON: Shareholders Receive Wind-Up Report
COMBINE RE: Moody's Lifts Rating on $50MM Class B Notes to Ba2
COMMON/PB-3: Shareholder Receives Wind-Up Report

COMMON/PB-4, INC: Shareholder Receives Wind-Up Report
DB SUKUK: Shareholder Receives Wind-Up Report
GMB GLOBAL: Shareholder Receives Wind-Up Report
HENRI OCTO: Shareholder Receives Wind-Up Report
MARIZA PRIVATE: Members Receive Wind-Up Report

MELCO CROWN: Shareholders Receive Wind-Up Report
MORTGAGE OPPORTUNITY: Shareholder Receives Wind-Up Report
PICPOINT LIMITED: Shareholders Receive Wind-Up Report
PK AIRFINANCE: Shareholder Receives Wind-Up Report
SCARABEE INVESTMENTS: Shareholders Receive Wind-Up Report

SPECIAL SELECT: Shareholders Receive Wind-Up Report
SYNERGY GROUP: Shareholder Receives Wind-Up Report
URC SUKUK: Shareholder Receives Wind-Up Report
WELLINGTON EQUITIES: Shareholder Receives Wind-Up Report
WESLEY CAPITAL: Shareholder Receives Wind-Up Report

WINDSOR CHARITABLE: Shareholder Receives Wind-Up Report


C O L O M B I A

FABRICATO SA: First Auction Fails to Draw Bids


M E X I C O

URBI DESARROLLOS: S&P Lowers Corporate Credit Rating to 'CCC'
* Moody's Changes Outlook on Guasave Municipality to Negative
* Moody's Lowers Ratings on Two Mexican Banks' Subordinated Debt




                            - - - - -


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


LIAT: Suspends Flights to St Lucia
----------------------------------
Trinidad Express reports that Leeward Islands Air Transport (LIAT)
said it had been forced to suspend flights to St Lucia where
public servants have taken industrial action to force the
government to increase their salaries and wages.

The report, citing a statement, relates that LIAT did not say how
many flights were being suspended but said the suspension was due
to the absence of fire services at the George F Charles Airport on
the outskirts of the capital.

The report notes that Prime Minister Dr Kenny Anthony said that
the country could only afford a four per cent wage hike for the
2010-2012 triennium while the Trade Union Federation (TUF) is
sticking to its demand for a 9.5% increase or 6% with stipulated
conditions.

As reported in the Troubled Company Reporter-Latin America on
Jan. 3, 2012, Antigua Caribarena related that former Antigua
Aviation Minister Robin Yearwood wants to see a merger between
Leeward Islands Air Transport (LIAT) and the Trinidad and Tobago-
owned Caribbean Airlines Limited, as he believes this is the only
way the Antigua-based regional carrier can survive.  Mr.
Yearwood's call came against the background of media reports out
of Port of Spain that suggested CAL's management may be eyeing
expansion into the OECS territories, according to Antigua
Caribarena.

                            About LIAT

Headquartered in V. C. Bird International Airport in Saint George
Parish, Antigua, Leeward Islands Air Transport, known as LIAT,
operates high-frequency interisland scheduled services serving 22
destinations in the Caribbean.  The airline's main base is VC
Bird International Airport, Antigua and Barbuda, with bases at
Grantley Adams International Airport, Barbados and Piarco
International Airport, Trinidad and Tobago.


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


COPASA: Moody's Affirms Ba1 CFR; Changes Outlook to Positive
------------------------------------------------------------
Moody's America Latina changed the outlook to positive from stable
of COPASA's Corporate Family Rating and of COPASA's BRL400 million
senior unsecured debentures. At the same time, Moody's affirmed
COPASA's Ba1 and Aa2.br ratings on the global scale, and on the
Brazilian National Scale, respectively.

Ratings Rationale:

The Ba1 and Aa2.br corporate family ratings reflect COPASA's
credit metrics for the rating category as a result of its stable
cash flow derived from long-term concession contracts executed
with 73% of the municipalities of the State of Minas Gerais (Baa3;
stable), high operating efficiency, low delinquency rates, secure
access to water supply, diversified customer base, and strong
support from the State Government given COPASA's role as provider
of essential services in the State of Minas Gerais.

The positive outlook reflects the recent upgrade in the rating of
the State of Minas Gerais to Baa3/stable from Ba1/stable, Moody's
expectation that the regulatory framework will evolve positively
in the next 12 to 18 months, and that the Company will continue to
stay focused on its core business (i.e. the provision of water and
sewage services) by continuing to grow its portfolio of water and
sewage concessions and customers, while meeting their expectations
by delivering high quality of services in an efficient manner.

However, the ratings continue to be constrained by the lack of
definition of and timing for the implementation of the methodology
for tariff revisions, including the definition of the productivity
factor which affects tariff adjustments, to be defined by the
State regulatory agency (ARSAE-MG), the high CAPEX investment
program, and the potential political interference given the
importance of the services provided by COPASA to 69% of the
State's population.

The recent track record of tariff adjustments shows that, at least
since 2005, the State Government of MG has granted adjustments
indexed to the inflation (as measured by the IGPM rate). In 2009,
the adjustment was suspended by the courts allegedly due to the
inexistence of a State regulatory agency. Later, ARSAE-MG was
created (August 2009), which defined the 2010 tariff adjustment as
3.96%. In February 2011, ARSAE-MG published the Normative
Resolution 03/2011 and the Technical Note 01/2011, which defined
the parametric formula for tariff adjustments (but not the formula
for tariff revisions), albeit it still lacked the definition of
the productivity factor, which depends on the forthcoming tariff
revision methodology. In March 2011, the tariff adjustment was
7.02%, following the aforementioned Resolution and Note. In April
2012, ARSAE-MG approved a tariff adjustment of 4.34%.

The CAPEX program is another factor that somewhat constrains the
ratings, given that historically COPASA has had to make large
investments (around BRL800 million per year). Therefore, given the
low operating margins in the business, there is a clear need for
low cost, long-tenor financing, which COPASA has been able to
secure from the BNDES and CEF, two federally-owned and controlled
financial institutions.

Given that the State of Minas Gerais holds 51.13% of COPASA's
voting shares, COPASA is considered a Government-Related Issuer
(GRI) in accordance with Moody's rating methodology entitled "The
Application of Joint Default Analysis to Government-Related
Issuers". Moody's methodology for GRIs incorporates the Company's
stand-alone credit risk profile or Baseline Credit Assessment
(BCA) as well as the likelihood that a government would provide
extraordinary support to the Company's debt obligations.

The Ba1 rating of COPASA results from the application of joint-
default analysis of the company's BCA and the State of Minas
Gerais, Moody's view of high dependence (the likelihood that both
entities would default at the same time), and a relatively high
probability of support from the controlling shareholder (the State
of Minas Gerais). COPASA's ratings incorporate a BCA of 11
(mapping to ba1), combined with the relatively strong expected
level of support and high dependence from the State of Minas
Gerais.

The Aa2.br National Scale Rating reflects the standing of COPASA's
credit quality relative to domestic peers.

A rating upgrade would require ARSAE-MG to fully define the
implementation of a market-based tariff revision methodology in
the short term coupled with a positive track record of
administering the water and sewerage regulatory framework in MG
along with improved metrics as a result of, for example, stronger
cash flow generation and lower leverage resulting in Funds from
Operations ("FFO") / Net Debt above 25%, and FFO Interest Coverage
above 4.0x on a sustainable basis.

Conversely, downward rating pressure could result from tariff
revisions that do not remunerate investors nor current or future
investments in a fair manner; political interference that could
affect COPASA's operating and financial performance; and
deteriorating metrics as a result of, for example, increased
leverage to finance CAPEX or high dividend payout, and/or lower
cash generation resulting in FFO/Net Debt below 15%, and FFO
Interest Coverage below 2.5x.

The methodologies used in this rating were Global Regulated Water
Utilities published in December 2009 and Government-Related
Issuers: Methodology Update published in July 2010.

Moody's National Scale Ratings are intended as relative measures
of creditworthiness among debt issues and issuers within a
country, enabling market participants to better differentiate
relative risks. NSRs differ from Moody's global scale ratings in
that they are not globally comparable with the full universe of
Moody's rated entities, but only with NSRs for other rated debt
issues and issuers within the same country. NSRs are designated by
a ".nn" country modifier signifying the relevant country, as in
".mx" for Mexico.

Companhia de Saneamento de Minas Gerais S.A. ("COPASA" or the
"Company") was founded in 1963, and is currently the incumbent
water and sewerage company in the State of Minas Gerais ("MG" or
the "State"), Southeast Brazil. COPASA is controlled by the
Government of Minas Gerais, which owns 51.13% of COPASA's voting
shares; the remaining shares are listed on BM&FBOVESPA's stock
exchange (Symbol: CSMG3); 80.7% of the floated shares are held by
foreign investors. In 2012, COPASA reported net sales (excluding
construction revenues) related to water and sewerage services of
about BRL2.8 billion (USD1.4 billion), EBITDA of BRL1.2 billion
(USD0.6 billion) (according to Moody's standard adjustments), and
net income of BRL482 million (USD247 million).


GOL LINHAS: Smiles IPO is Credit Positive Says Moody's
------------------------------------------------------
Moody's Investors Service reports that the initial public offering
of Smiles S.A is credit positive for Gol Linhas Aereas
Inteligentes S.A. (Gol, B3 stable) if cash proceeds go towards
debt reduction. A successful offering would facilitate significant
debt reduction.

GOL is the largest low-cost and low-fare carrier in Latin America,
providing passenger airline service to all of Brazil's major
cities and a number of destinations across South America and the
Caribbean. Gol recently completed the spin-off of the Smiles unit,
which is now focused on expanding its 9 million membership base
and its value perception by bringing in more airline and
commercial partners. According to the offering circular, the
Smiles program generated R$754.5 million net revenues and R$124.6
million EBITDA on pro forma basis in 2012.


LUPATECH S.A.: Late Payment No Impact on Moody's Caa2 Rating
------------------------------------------------------------
Moody's Investors Service reports that Lupatech S.A.'s (Caa2;
Negative) postponement of interest payment on debentures and
amortization of principal in bank debt does not have an immediate
impact on Lupatech's ratings, as they already incorporate Moody's
concerns over the company's poor liquidity, high interest expense
and inadequate capital structure.


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


CAPRI OVERSEAS: Members Receive Wind-Up Report
----------------------------------------------
On Jan. 10, 2013, the members of Capri Overseas Ltd. received the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         UBS Nominees Ltd.
         c/o Stephen R. Nelson
         Telephone: 949-4544
         Facsimile: 949-8460
         Charles Adams Ritchie & Duckworth
         Zephyr House, 122 Mary Street
         PO Box 709 Grand Cayman KY1-1107
         Cayman Islands


CASTLERIGG GLOBAL: Shareholders Receive Wind-Up Report
------------------------------------------------------
On Jan. 18, 2013, the shareholders of Castlerigg Global Select
Fund Limited received the liquidator's report on the company's
wind-up proceedings and property disposal.

The company's liquidator is:

         Intertrust Corporate Services (Cayman) Limited
         87 Mary Street, George Town
         Grand Cayman KY1-9002
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 914-3115


CHINA DRAGON: Shareholders Receive Wind-Up Report
-------------------------------------------------
On Jan. 3, 2013, the shareholders of China Dragon Holdings
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Rebecca Hume
         Charles Adams Ritchie & Duckworth
         Zephyr House, 2nd Floor, 122 Mary Street
         PO Box 709 Grand Cayman KY1-1107
         Cayman Islands
         Telephone: 949-4544
         Facsimile: 949-7073


COMBINE RE: Moody's Lifts Rating on $50MM Class B Notes to Ba2
--------------------------------------------------------------
Moody's Investors Service upgraded the rating of the following
notes issued by Combine Re Ltd.:

US$50,000,000 Class B Principal At-Risk Variable Rate Notes due
January 7, 2015, Upgraded to Ba2 (sf); previously on August 13,
2012 Downgraded to B1 (sf)

Moody's also affirmed the ratings of the following notes:

US$100,000,000 Class A Principal At-Risk Variable Rate Notes due
January 7, 2015, Affirmed Baa1 (sf); previously on March 23, 2012
Definitive Rating Assigned Baa1 (sf)

Ratings Rationale:

According to Moody's, the rating action taken on the notes is
primarily the result of the reduction of the likelihood of losses
to the Class B Notes due to the shortening of the risk period.
With less than two years remaining in the transaction, the
likelihood of occurrence of the number of qualified events
required to attach the different classes of rated Notes as well as
the expected losses for each of them has been significantly
reduced. Based on the January Monthly Loss Report dated January
15, 2013, the first annual risk period has ended without the
aggregate ultimate net losses reaching the attachment point. As a
result, the aggregate ultimate net losses are reset to zero on the
first day of the second annual risk period.

Moody's ratings of the Notes are based on the expected loss posed
to noteholders. The ratings reflect the risks associated with the
two reinsured parties' combined aggregate ultimate net loss
resulting from the U.S. perils of hurricanes, earthquakes, winter
storms and severe thunderstorms, net of respective franchise
deductibles and their catastrophe reinsurance programs, for the
three annual risk periods. The ratings also reflect the
transaction's legal structure, the credit strength of the
reinsured parties, and the collateral. In addition to the Class A
and Class B Notes rated by Moody's, Combine Re issued the Class C
Notes, subordinated to the Notes.

Combine Re is a Cayman Island exempted company sponsored by two
companies, COUNTRY Mutual Insurance Company and North Carolina
Farm Bureau Mutual Insurance, Inc., that provides fully
collateralized, catastrophe aggregate excess of loss
retrocessional protection to Swiss Reinsurance America Corporation
during the three annual risk periods beginning on March 23, 2012
and ending on December 31, 2014. The subject businesses covered in
this transaction are predominantly homeowner policies.

During the Risk Period, Swiss Re provides catastrophe aggregate
excess of loss reinsurance in respect of the subject business of
COUNTRY Mutual and NCFB and cedes those risks to the noteholders
of Combine Re by entering into two separate retrocession
agreements with Combine Re. Proceeds from the offering are placed
in equal amounts into two separate trust accounts, one for COUNTRY
Mutual and the other for NCFB, as collateral for the Issuer's
potential claim obligations to Swiss Re. The permitted investments
of the trust accounts are limited to U.S. domiciled money market
funds that invest in direct U.S. government obligations, short-
term securities of the U.S. government or any agency of the U.S.
government, and/or repurchase and reverse repurchase agreements
collateralized by direct U.S. government obligations, short-term
securities of the U.S. government or any agency of the U.S.
government.

The ratings for the Notes are supported by both quantitative and
qualitative analyses and Moody's used its cash-flow model to
determine the expected losses over the Risk Period are consistent
with the assigned ratings. The most important inputs in the model
were the exceedance probability curves of aggregate ultimate net
losses to COUNTRY Mutual and NCFB derived by AIR Worldwide Corp.
("AIR"). Using those probability curves, Moody's simulated the
occurrences of modeled losses for the Reinsured Parties, assuming
independence of the two entities from each other, to determine
whether the losses had exceeded the attachment levels and losses
to the notes had occurred, and calculated the expected loss to
noteholders. Moody's also stressed the exceedance probability
curves to reflect the quality of the data provided by the
Reinsured Parties used in AIR's modeling, the ability to handle
claims by the Reinsured Parties, other non-modeled elements as
well as the inherent uncertainty in the modeling of these perils.

Additional factors that contributed to the expected losses were
the credit strength of the reinsured parties and the credit
quality of the collateral. With respect to the reinsured parties,
Moody's estimated the probability of default of the reinsured
parties and the losses that may result from unpaid early
redemption premiums. With regard to the collateral, the idealized
expected loss of the Aaa collateral exposure for the Risk Period
was added to the modeled expected losses.

Parameter Sensitivity

For parameter sensitivity, Moody's analyzed scenarios stressing
the key model input assumption to determine the potential model-
indicated ratings impact. The key model inputs are the exceedance
probability and the associated aggregate ultimate net losses.
Moody's further increased the aggregate net losses in two
scenarios: (i) by 10% and (ii) by 20%.

Summary of the impact of using such assumptions to model outputs
on all rated notes (shown in terms of the number of notches'
difference versus the current model output, where a negative
difference corresponds to higher expected loss):

Impact of Aggregate net losses increased by 10%:

Class A: 0

Class B: 0

Impact of Aggregate net losses increased by 20%:

Class A: -1

Class B: -1

Parameter sensitivities provide a quantitative, model-indicated
calculation of the number of notches that a Moody's-rated
structured finance security may vary if certain input parameters
used in the initial ratings process differed. It is not intended
to measure how the rating of the security might migrate over time,
but rather, how the initial rating of the security might differ as
certain key parameters vary. Parameter sensitivities only reflect
the ratings impact of each scenario from a quantitative/model-
indicated standpoint. Qualitative factors are also taken into
consideration in the ratings process, so the actual ratings
assigned in each case could vary from the information presented in
the parameter sensitivity analysis.

The principal methodology used in this rating was "Moody's
Approach to Rating Catastrophe Bonds Updated" published in January
2004.


COMMON/PB-3: Shareholder Receives Wind-Up Report
------------------------------------------------
On Jan. 18, 2013, the shareholder of Common/PB-3, Inc. received
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Intertrust Corporate Services (Cayman) Limited
         87 Mary Street, George Town
         Grand Cayman KY1-9002
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814-6847


COMMON/PB-4, INC: Shareholder Receives Wind-Up Report
-----------------------------------------------------
On Jan. 18, 2013, the shareholder of Common/PB-4, Inc. received
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Intertrust Corporate Services (Cayman) Limited
         87 Mary Street, George Town
         Grand Cayman KY1-9002
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814-6847


DB SUKUK: Shareholder Receives Wind-Up Report
---------------------------------------------
On Jan. 18, 2013, the shareholder of DB Sukuk Company Ltd.
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Intertrust SPV (Cayman) Limited
         87 Mary Street, George Town
         Grand Cayman KY1-9002
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345)-814 6847


GMB GLOBAL: Shareholder Receives Wind-Up Report
-----------------------------------------------
On Jan. 15, 2013, the shareholder of GMB Global Multi-Strategy
Offshore, Ltd. received the liquidator's report on the company's
wind-up proceedings and property disposal.

The company's liquidator is:

         Michael Buenzow
         FTI Consulting, Inc.
         227 West Monroe Street, Suite 900
         Chicago, Illinois 60606
         United States of America
         Telephone: +1 (312) 759-8100


HENRI OCTO: Shareholder Receives Wind-Up Report
-----------------------------------------------
On Jan. 18, 2013, the shareholder of Henri Octo Fund Limited
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Intertrust Corporate Services (Cayman) Limited
         87 Mary Street, George Town
         Grand Cayman KY1-9002
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814-6847


MARIZA PRIVATE: Members Receive Wind-Up Report
----------------------------------------------
On Dec. 27, 2012, the members of Mariza Private Trust Company
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         MBT Trustees Ltd.
         Telephone: 945-8859
         Facsimile: 949-9793/4
         P.O. Box 30622 Grand Cayman KY1-1203
         Cayman Islands


MELCO CROWN: Shareholders Receive Wind-Up Report
------------------------------------------------
On Jan. 18, 2013, the shareholders of Melco Crown SPV Limited
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Chung Yuk Man
         The Centrium, 38th Floor
         60 Wyndham Street
         Central
         Hong Kong
         Telephone: (852) 3151-3728


MORTGAGE OPPORTUNITY: Shareholder Receives Wind-Up Report
---------------------------------------------------------
On Jan. 18, 2013, the shareholder of Mortgage Opportunity Fund VI
Series B, Ltd. received the liquidator's report on the company's
wind-up proceedings and property disposal.

The company's liquidator is:

         Intertrust Corporate Services (Cayman) Limited
         87 Mary Street, George Town
         Grand Cayman KY1-9002
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814-6847


PICPOINT LIMITED: Shareholders Receive Wind-Up Report
-----------------------------------------------------
On Jan. 17, 2013, the shareholders of Picpoint Limited received
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Theodose Melas Kyriazi
         c/o Bryan Cave
         1290 Avenue of the Americas
         New York
         NY 10104-3300
         United States of America
         Telephone: +4 (420) 3207-1180


PK AIRFINANCE: Shareholder Receives Wind-Up Report
--------------------------------------------------
On Jan. 18, 2013, the shareholder of PK Airfinance (Cayman) I Ltd.
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Nils Karl Ejner Hallerstrom
         4 vir Reischtert
         L-6948 Niederanven
         Luxembourg
         Telephone: (352) 342-0301


SCARABEE INVESTMENTS: Shareholders Receive Wind-Up Report
---------------------------------------------------------
On Jan. 22, 2013, the shareholders of Scarabee Investments Ltd.
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Roberto Alarcon
         c/o Maples and Calder, Attorneys-at-law
         P.O. Box 309, Ugland House
         Grand Cayman KY1-1104
         Cayman Islands


SPECIAL SELECT: Shareholders Receive Wind-Up Report
---------------------------------------------------
On Jan. 25, 2013, the shareholders of The Special Select (USD)
Fund Limited received the liquidator's report on the company's
wind-up proceedings and property disposal.

The company's liquidator is:

         Susan Lo
         Tricor Services Limited
         Three Pacific Place, Level 28
         1 Queen's Road East
         Hong Kong


SYNERGY GROUP: Shareholder Receives Wind-Up Report
--------------------------------------------------
On Jan. 15, 2013, the shareholder of Synergy Group Limited
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Ogier
         c/o Jo-Anne Maher
         Telephone: (345) 815-1762
         Facsimile: (345) 949-9877


URC SUKUK: Shareholder Receives Wind-Up Report
----------------------------------------------
On Jan. 18, 2013, the shareholder of URC Sukuk Limited received
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Intertrust SPV (Cayman) Limited
         87 Mary Street, George Town
         Grand Cayman, KY1-9002
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814-6847


WELLINGTON EQUITIES: Shareholder Receives Wind-Up Report
--------------------------------------------------------
On Jan. 17, 2013, the shareholder of Wellington Equities Ltd.
received the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

         Robert N. Slatter
         Wardour Management Services Limited
         Telephone: (345) 945-3301
         Facsimile: (345) 945-3302
         P.O. Box 10147 Grand Cayman KY1-1002
         Cayman Islands


WESLEY CAPITAL: Shareholder Receives Wind-Up Report
---------------------------------------------------
On Jan. 18, 2013, the shareholder of Wesley Capital, Ltd. received
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

         Intertrust Corporate Services (Cayman) Limited
         87 Mary Street, George Town
         Grand Cayman KY1-9002
         Cayman Islands
         c/o Jennifer Chailler
         Telephone: (345) 814-6847


WINDSOR CHARITABLE: Shareholder Receives Wind-Up Report
-------------------------------------------------------
On Jan. 17, 2013, the shareholder of The Windsor Charitable
Foundation received the liquidator's report on the company's wind-
up proceedings and property disposal.

The company's liquidator is:

         Robert N. Slatter
         Wardour Management Services Limited
         Telephone: (345) 945-3301
         Facsimile: (345) 945-3302
         P.O. Box 10147 Grand Cayman KY1-1002
         Cayman Islands


===============
C O L O M B I A
===============


FABRICATO SA: First Auction Fails to Draw Bids
----------------------------------------------
Danielle Verbrigghe & Andrea Jaramillo at Bloomberg News report
that the Bogota stock exchange auctioned off some of Fabricato
Colombian SA's shares following a three-month suspension of the
stock.

The exchange failed to draw bids for the shares at a higher price
range it set, according to Bloomberg News.

Bloomberg News recalls that regulators suspended trading of
Fabricato SA on Nov. 16 as the collapse of the brokerage
Interbolsa SA, which was backing a bid to take control of the
Medellin-based company, sent the stock plunging 21% to 72 pesos.

Investment bank SBI Banca de Inversion SA had estimated that the
shares could have a value of COP35 to COP55 when trading was
renewed, Bloomberg News notes.

"The market clearly didn't take the valuation report as a
reference. . . . Added to poor earnings results, investors are
getting rid of the shares," Bloomberg News quoted Valeria Marconi,
an equity analyst at Correval SA brokerage in Bogota, as saying.

Clients of Interbolsa, which is being liquidated by the Colombian
government, were left with the shares after the firm defaulted on
its debt and didn't pay back loans secured by the textile
company's stock, Bloomberg News adds.

As reported in the Troubled Company Reporter-Latin America on
May 4, 2012, Bloomberg News said that Fabricato SA paid down its
debt under Colombian bankruptcy law to about COP1.53 billion
(US$870,210), the textile producer said in a regulatory filing.

Fabricato SA is a textile maker company in Colombia.


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


URBI DESARROLLOS: S&P Lowers Corporate Credit Rating to 'CCC'
-------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
and issue ratings on Urbi Desarrollos Urbanos S.A.B. de C.V.
(Urbi) to 'CCC' from 'B' and placed them on CreditWatch with
negative implications.

The downgrade reflects Urbi's depleted liquidity during the last
quarter of 2012 after its cash position plunged to MXN2.5 billion
from MXN5.8 billion a quarter before.  The drop in Urbi's cash
reflected the company's incorporation of about MXN2.3 billion in
accounts receivables, which, in S&P's opinion, reflects the
buyback of securitizations that were not previously disclosed as
debt.  This leads S&P to believe that these may correspond to non-
performing accounts receivables sold to third parties.  Moreover,
Urbi included MXN1.8 billion in land purchases under options
scheme into its balance sheet.  These resulted in negative free
operating cash flow of MXN7.6 billion.

Furthermore, Urbi posted very weak financial results for 2012 and
significantly below S&P's expectations.  As of Dec. 31, 2012, the
company reported MXN2.5 billion in cash, compared with
MXN4.5 billion of short-term debt.  This significantly increases
refinancing risk.  Urbi is currently negotiating new conditions to
credit agreements with its main banks.  These will seek to extend
the tenors and link them directly to specific projects to provide
a guarantee to the banks, converting unsecured loans into bridge
loans.  S&P believes this might improve Urbi's maturity profile;
however, it significantly reduces the company's financial
flexibility and may lead to a reduced recovery prospect for its
unsecured notes.


* Moody's Changes Outlook on Guasave Municipality to Negative
-------------------------------------------------------------
Moody's de Mexico revised the outlook of the Municipality of
Guasave's ratings to negative from stable. The issuer ratings of
the municipality affirmed as Ba3/Baa1.mx.

Ratings Rationale:

Guasave's gross operating margins, consolidated financial results
and debt metrics deteriorated between 2011 and 2012. The outlook
change reflects Moody's view that there exists a likelihood that
these downward trends will continue in 2013, which could place
further pressure on the rating.

Positive gross operating balances declined sharply in the last
three years. Increasing costs for salaries and pensions, public
safety and transfers to the municipal water company (JUMAPAG) have
exerted significant expenditure pressures. Moreover, Municipal
finances were affected in 2011 due to a frost that led to a sharp
drop of own source revenues. Moody's considers that returning to
gross operating surpluses will represent a challenge for the
municipality in 2013 and going forward.

Guasave has recorded three consecutive cash financing deficits
(2010-12) equivalent, on average, to -4.7% of total revenues. As a
result, the municipality's liquidity deteriorated during 2010-12.
Net working capital averaged -8.3% of total expenditures in that
period.

Debt levels as a percentage of operating revenues increased to 42%
in 2012 from 31% in 2011. New debt was almost completely
transferred to the municipal water company. Debt service costs are
estimated to reach a maximum of 6% of total revenues in 2013 from
2.3% in 2011.

What Could Move The Ratings Up/Down

The strengthening of own source revenues that help to improve the
gross operating balances and balanced cash financing results,
leading to: a) a positive liquidity position and; b) progressive
reduction in net direct and indirect debt metrics could stabilize
the outlook of the issuer ratings.

Given the current debt levels, failure to cut operating
expenditures and a sustainable increase of own source revenue
collection, along with further weakening of the liquidity position
could exert downward pressure on the ratings.

The principal methodologies used in this rating were Regional and
Local Governments published on 18-Jan-2013 and Mapping Moody's
National Scale Ratings to Global Scale Ratings published in 9-Oct-
2012.


* Moody's Lowers Ratings on Two Mexican Banks' Subordinated Debt
----------------------------------------------------------------
Moody's de Mexico has downgraded the ratings assigned to
subordinated debt issued by BBVA Bancomer, S.A. and Banco
Mercantil del Norte, S.A. (Banorte), concluding the review for
downgrade initiated on these ratings on 28 June 2012 and 4
December 2012, respectively.

Moody's has removed systemic support from these banks'
subordinated debt instruments, placing them one notch below their
respective adjusted baseline credit assessments (BCAs) in the case
of subordinated debt, and two notches below the adjusted BCA for
junior subordinated debt, respectively.

All other ratings and outlooks for these issuers remain unaffected
by these rating actions.

The following subordinated and junior subordinated debt ratings
were downgraded:

BBVA Bancomer, S.A.

Long-term global local currency subordinated debt rating:
Downgraded to Baa2 from A3, outlook stable

Long-term global local currency subordinated debt program rating
to (P) Baa2 from (P) A3

Long-term Mexican National Scale subordinated debt rating:
Downgraded to Aa1.mx from Aaa.mx, outlook stable

Long-term Mexican National Scale subordinated debt program rating
to Aa1.mx from Aaa.mx

Banco Mercantil del Norte, S.A.

Long-term global local currency subordinated debt rating:
Downgraded to Baa3 from Baa1, outlook negative

Long-term global local currency subordinated debt program rating
to (P) Baa3 from (P) Baa1

Long-term global local currency junior subordinated debt rating:
Downgraded to Ba1(hyb) from Baa2 (hyb), negative outlook

Long-term global local currency junior subordinated debt program
rating to (P) Ba1 from (P) Baa2

Long-term Mexican National Scale subordinated debt rating:
Downgraded to Aa2.mx from Aaa.mx, negative outlook

Long-term Mexican National Scale subordinated debt program rating
to Aa2.mx from Aaa.mx

Long-term Mexican National Scale junior subordinated debt rating:
Downgraded to Aa3.mx (hyb) from Aa1.mx (hyb), negative outlook

Ratings Rationale:

In notching the subordinated debt ratings from the adjusted
baseline credit assessments, Moody's noted the global trend
towards imposing losses on junior creditors in the context of
future bank resolutions, which reduces the predictability of
systemic support being provided to subordinated debt holders. The
removal of systemic support for subordinated debt is consistent
with recent actions Moody's has taken elsewhere, including
Colombia, Brazil, Chile, Peru, Guatemala, Canada and several
European countries, reflecting Moody's views that there is an
increased likelihood that subordinated debt holders would be
subject to burden sharing if support were required.

Moody's notes that Mexican banking regulators have no an explicit
legal ability to impose losses on subordinated debt that do not
explicitly allow such measures in their documentation. Mexican
banking laws nevertheless establishes a clear mechanism whereby
certain types of subordinated debt issuances would be forced to
bear losses up to levels which would re-establish appropriate
capitalization levels, based on breach of minimum early warning
capitalization thresholds or minimum capitalization levels.

The outlook on all affected subordinated debt ratings for BBVA
Bancomer is now stable. The outlook on Banorte's subordinated debt
ratings is negative. The negative outlook on Banorte's
subordinated debt ratings reflects the negative outlook on the
bank's standalone baa2 baseline credit assessment. The negative
outlook was assigned in December 2012 following Banorte's
announcement of the sizable acquisition of BBVA Bancomer Afore
(Afore Bancomer) in Mexico.

Baseline Credit Assessments

Baseline credit assessments reflect the intrinsic financial
strength of banks, excluding any assessment of systemic or
parental support. Adjusted baseline credit assessments incorporate
Moody's assessment of the probability of parental support. In the
case of Bancomer and Banorte, the baseline credit assessment
equals the adjusted baseline credit assessment because neither of
these banks benefit from parental support.

The following baseline credit assessments/adjusted baseline credit
assessments remain unchanged:

BBVA Bancomer: baa1/baa1

Banco Mercantil del Norte: baa2/baa2

BBVA Bancomer is headquartered in Mexico City. As of 31 December
2012, the bank reported Mx$1,264 billion in assets (source:
Comision Nacional Bancaria y de Valores).

Banorte is headquartered in Mexico City. As of 31 December 2012,
the bank reported Mx$604 billion in assets (source: Comision
Nacional Bancaria y de Valores).

The principal methodology used in this ratings was Moody's
Consolidated Global Bank Rating Methodology published in June
2012.

Moody's National Scale Ratings (NSRs) are intended as relative
measures of creditworthiness among debt issues and issuers within
a country, enabling market participants to better differentiate
relative risks. NSRs differ from Moody's global scale ratings in
that they are not globally comparable with the full universe of
Moody's rated entities, but only with NSRs for other rated debt
issues and issuers within the same country. NSRs are designated by
a ".nn" country modifier signifying the relevant country, as in
".mx" for Mexico.

The date of the last Credit Rating Action on BBVA Bancomer was on
11 February 2013 when Moody's de M‚xico placed on review for
downgrade BBVA Bancomer's Mexican National Scale subordinated debt
ratings.

The date of the last Credit Rating Action on Banorte was on 7
December 2012 Moody's affirmed Banorte's ratings following Afore
Bancomer's acquisition and changed the outlook to negative.

The period of time covered in the financial information used to
determine BBVA Bancomer's rating is between 31 December 2006 and
31 December 2012 (source: Moody's, Issuer's financial statements,
CNBV and Banxico).

The period of time covered in the financial information used to
determine Banorte's rating is between 31 December 2006 and 31
December 2012 (source: Moody's, Issuer's financial statements,
CNBV and Banxico).

The sources and items of information used to determine BBVA
Bancomer's rating include 2011 and 2012 interim financial
statements (source: Grupo Financiero BBVA Bancomer); year-end 2011
audited financial statements (source: Grupo Financiero BBVA
Bancomer, audited by Galaz, Yamazaki, Ruiz Urquiza, S. C. Miembro
de Deloitte Touche Tohmatsu Limited); financial statements and
information on market position (source: CNBV); regulatory capital
information (source: Banco de Mexico); debt offering memorandum
(source: BBVA Bancomer).

The sources and items of information used to determine Banorte's
rating include 2011 and 2012 interim financial statements (source:
Grupo Financiero Banorte); year-end 2011 audited financial
statements (source: Grupo Financiero Banorte, audited by Deloitte
Touche Tohmatsu Limited); financial statements and information on
market position (source: CNBV); regulatory capital information
(source: Banxico); debt offering memorandum (source: Grupo
Financiero Banorte).


                            ***********


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., Washington, D.C.,
USA, Marites O. Claro, Joy A. Agravante, Rousel Elaine T.
Fernandez, Valerie U. Pascual, Julie Anne L. Toledo, Frauline S.
Abangan, and Peter A. Chapman, Editors.

Copyright 2013.  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$775 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 A. Chapman at 215-945-7000 or Nina Novak at
202-241-8200.


                   * * * End of Transmission * * *