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                     L A T I N   A M E R I C A

           Friday, September 6, 2013, Vol. 14, No. 177


                            Headlines



A R G E N T I N A

EDESA ARS: Moody's Assigns B3 CFR; Outlook Negative
* Argentina Senate Votes to Re-Open Debt Swap Offer


B R A Z I L

BANCO BMG: S&P Revises Outlook to Positive & Affirms 'B' Rating
MARFRIG SA: Moody's Confirms B2 CFR; Outlook Stable
OGX PETROLEO: Petronas Can't Back Out From Investment
OSX BRASIL: Exercises Batista Put of Up to US$50 Million
* EIKE BATISTA: "No Longer a Billionaire," Forbes Says


C A Y M A N  I S L A N D S

ASG GROWTH: Shareholder to Receive Wind-Up Report on Oct. 4
AWASU IAGO: Shareholder to Hear Wind-Up Report on Oct. 4
CAPRICORN YACHT: Shareholders' Final Meeting Set for Sept. 24
CD CAPITAL: Shareholder to Receive Wind-Up Report on Oct. 4
CLEARWATER CAPITAL: Shareholder to Hear Wind-Up Report on Oct. 4

KENMAR PRIVATE: Shareholder to Hear Wind-Up Report on Oct. 4
MIRPAN LIMITED: Shareholders' Final Meeting Set for Oct. 11
PAKPOLEE COMMERCIAL: Member to Hear Wind-Up Report on Sept. 18
PHAROS SMALL: Shareholders' Final Meeting Set for Sept. 18
PHAROS SMALL MASTER: Shareholders' Final Meeting Set for Sept. 18

PHAROS RUSSIA: Shareholders' Final Meeting Set for Sept. 18
QUEST BRAZIL: Shareholder to Receive Wind-Up Report on Sept. 17
TCB CREDITOR: Shareholder to Hear Wind-Up Report on Sept. 30
TITANIUM I SPV: Members' Final Meeting Set for Sept. 30
TOWNSEND LIMITED: Sole Member to Hear Wind-Up Report on Sept. 24


C O L O M B I A

COLOMBIA TELECOM: Fitch Affirms Issuer Default Ratings at 'BB'


M E X I C O

TV AZTECA: Fitch Assigns 'BB-' Rating to New US$600MM Sr. Notes


P E R U

* PERU: To Sell US$500 Mil. in Bonds as Overseas Borrowing Doubles


                            - - - - -


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


EDESA ARS: Moody's Assigns B3 CFR; Outlook Negative
---------------------------------------------------
Moody's Latin America assigned B3/A2.ar ratings to EDESA ARS30
million bank loan and at the same time assigned B3 foreign
currency corporate family rating (CFR) and A2.ar national scale
CFR to Empresa Distribuidora de Electricidad de Salta S.A.
("EDESA"). The B3/A2.ar senior unsecured ratings on EDESA's
US$63 million outstanding notes are affirmed. The outlook for all
ratings is negative.

Proceeds from the ARS30 million loan will be used to repay EDESA's
other short term debt. The loan, from Banco de la Naci˘n Argentina
("BNA", not rated) will amortize over the next 18 months.

RATINGS RATIONALE

The B3/A2.ar ratings take into account the more reasonable tariff
track record from the Province's regulator as compared to
federally regulated utilities, evidenced by EDESA's historical
credit metrics and ability to recover increased costs. EDESA's
periodic tariff adjustments have allowed the company to sustain
its margins while many of EDESA's peers in the federally regulated
electric and gas distribution segment in Argentina are rapidly
deteriorating.

The ratings are constrained by the overall regulatory uncertainty
for regulated utilities in Argentina. Although provincial
regulations have been more proactive than federal regulators in
recent years, the overall regulatory framework in Argentina
remains uncertain and unpredictable.

The ratings also factor in the small size of the company in terms
of revenues, number of clients and service area. From a comparison
stand point EDESA's market position is considered weaker than
Edenor's and other bigger regulated companies with operations in
Buenos Aires.

Finally, EDESA's notes are dollar denominated and will not be
hedged; therefore, they are exposed to devaluation risk. Moody's
also notes that peso devaluation has accelerated since EDESA
issued its USD notes in 2011 which has increased their relative
cost in relation to its pesos-based cash flows.

EDESA's negative rating outlook reflects Moody's negative outlook
for the Argentine government's B3 rating and the rating agency's
view that the creditworthiness of the company cannot be completely
de-linked from the underlying credit quality of the Argentine
government and thus their ratings need to be closely aligned to
reflect the risks that the company shares with the sovereign.
Moody's believes that a weakening sovereign has the potential to
create a ratings drag on companies operating within its borders
and, therefore, it is appropriate to limit the extent to which
domestically focused issuers can be rated higher than the
sovereign, according to Moody's Cross Sector Rating Methodology
"How Sovereign Credit Quality May Affect Other Ratings" published
on 13 February 2012, and available on www.moodys.com.

The affirmation of the B3/A2.ar outstanding ratings reflects
Moody's expectation that EDESA will continue to maintain a
proactive relationship with the Provincial regulator and that the
provincial regulations will continue to be supportive in relation
to cost recoveries and timely authorized tariff increases. The
affirmation of the ratings also anticipates moderate leverage and
positive free cash flow generation in the medium term.

The execution of a more aggressive financial policy that favors
higher leverage or aggressive dividend payments which impact the
cushion for debt repayment could create downward ratings pressure.
Quantitatively, a ratio of RCF to Debt lower than 15% or a debt to
EBITDA ratio higher than 3.5 times could result in negative rating
pressure.

Negative pressure on the ratings could also result from an
unanticipated adverse change in the Province's regulations or some
negative intervention from federal government/regulations in the
company's business. Additionally, any downward rating action at
the sovereign level would likely result in negative rating actions
at EDESA.

Given the negative outlook and current constraining factors, a
rating upgrade is not likely in the near term. Longer term, an
upgrade of the rating or the outlook could result from a
substantial reduction in leverage such that debt to EBITDA falls
below 1.0 time coupled with a debt profile that avoids material
exposure to FX and devaluation risk.

Upward ratings momentum could also result from an improving
business and regulatory environment in Argentina or a positive
rating action at the sovereign.

Edesa is the sole electricity distribution company operating in
the Province of Salta, in northern Argentina. On August 12, 1996,
Edesa was granted a 50-year concession by the Salta provincial
government to distribute electricity on an exclusive basis within
the Province territory. Edesa distributes electricity to
approximately 96% of the households in the Province and reported
revenues for the last twelve months as of June, 2013 of ARS664
million (approximately US$120 million).

Edesa's current indirect controlling shareholder is SIESA (not
rated), an Argentinean investment group, through the holding of
78.44% of Edesa Holding SA (EDESA direct holding company parent).
SIESA acquired its majority ownership in EDESA from EDENOR
(Caa1/Ba3.ar, ratings under review down) in May 2012. The current
shareholding group has ample experience and track record in the
industry.

The principal methodology used in this rating was Regulated
Electric and Gas Utilities published in August 2009.

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.


* Argentina Senate Votes to Re-Open Debt Swap Offer
---------------------------------------------------
Shane Romig, writing for Daily Bankruptcy Review, reported that
Argentina's Senate overwhelmingly approved a bill to re-open a
debt swap offer to holdout creditors, sending the legislation to
the lower chamber where it is expected to be swiftly passed.

According to the report, the new swap aims to show the country's
willingness to make good on its debts and sway the U.S. Supreme
Court to overturn a ruling forcing the country to pay holdout
creditors the full value of their defaulted bonds. Few of the
holdout creditors are expected to take the new swap due to the
haircut of about two-thirds of face value, the report said.


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


BANCO BMG: S&P Revises Outlook to Positive & Affirms 'B' Rating
---------------------------------------------------------------
Standard & Poor's Ratings Services revised its global scale rating
outlook on Banco BMG S.A. to positive from stable.  In addition,
S&P affirmed its 'B/B' global scale ratings on the bank.  At the
same time, S&P raised the national scale rating on the bank to
'brBBB-' from 'brBB+'.  The national scale rating outlook is
positive.

The positive outlook and the upgrade reflect S&P's view that it
could raise its global scale long-term rating to 'B+' and its
national scale rating to 'brBBB' if likely improvements in the
bank's capital and earnings and business position will be
sufficient to offset the negative trend in the economic risk of
the Brazilian financial system.  S&P now believes that the bank's
credit fundamentals will benefit from the joint venture agreement
with Itau Unibanco Holding S.A. (BBB/Negative/A-2) earlier than
previously expected.  Moreover, significant improvements in the
bank's governance and management team, supported by the
incorporation of very experienced professionals, are likely to
improve the bank's credit quality.

The ratings on Banco BMG reflect its "weak" business position,
"weak" capital and earnings, "adequate" risk position, "below
average" funding and "adequate" liquidity, as S&P's criteria
define these terms.


MARFRIG SA: Moody's Confirms B2 CFR; Outlook Stable
---------------------------------------------------
Moody's Investors Service has confirmed the ratings for Marfrig
S.A. including its B2 corporate family rating (CFR). This
concludes the rating review which began on May 22, 2013. At the
same time, Moody's assigned a B2 foreign currency rating to the
company's proposed issuance of up to US$600 million senior
unsecured notes due 2021. Proceeds from the proposed notes are
intended to finance a tender offer of US$375 million of notes due
2016 and to repay and/or refinance outstanding indebtedness. The
outlook for all the ratings is stable.

The following ratings have been confirmed:

Issuer: Marfrig Alimentos S.A.

- Corporate Family Rating: B2 (global scale); stable outlook

Issuer: Marfrig Overseas Limited and guaranteed by Marfrig:

- USD375 million 9.625% senior unsecured guaranteed notes due
2016: B2 (foreign currency); stable outlook

- USD500 million 9.500% senior unsecured guaranteed notes due
2020: B2 (foreign currency); stable outlook

Issuer: Marfrig Holdings (Europe) B.V. and guaranteed by Marfrig:

- USD750 million 8.375% senior unsecured guaranteed notes due
2018: B2 (foreign currency); stable outlook

- USD600 million 9.875% senior unsecured guaranteed notes due
2017: B2 (foreign currency); stable outlook

Ratings assigned:

Issuer: Marfrig Holdings (Europe) B.V. and guaranteed by Marfrig:

- Proposed USD600 million senior unsecured guaranteed notes due
2021: B2 (foreign currency); stable outlook

RATINGS RATIONALE

The confirmation of Marfrig's B2 ratings reflects Moody's view
that the sale of Seara Brasil and Zenda to JBS (Ba3 negative) for
BRL5.85 billion will result in a meaningful improvement in the
company's liquidity profile and leverage ratios, despite the
EBITDA loss from the divested assets. The disposal of the assets
will also contribute to a considerable reduction in working
capital needs and capital expenditures.

In its projections, Moody's estimates that Marfrig's pro-forma
adjusted debt to EBITDA should approach 5.8x in 2013 and 5.2x in
2014, from 6.4x in June 2013. At the same time, short-term debt
should be reduced to around BRL1 billion following the closing of
the deal, from BRL2.2 billion in June 2013. The transaction is
expected to close by the end of September 2013 following the
review of CADE (Conselho Administrativo de Defesa Econ“mica), the
Brazilian anti-trust authority.

Marfrig's ratings are supported by the company's diversified
portfolio of animal proteins and strong brands, as well as its
large geographic footprint and global distribution capabilities.
Its diversity in terms of raw material sourcing reduces the risks
related to weather and animal diseases, while its large product
portfolio helps mitigate the volatilities inherent in commodity
cycles and supply-demand conditions for each specific protein. On
the other hand, the company's ratings are constrained by its still
elevated leverage and historically pressured operating performance
and credit metrics. Moreover, the ratings reflect the lack of
clarity over the company's future growth strategy and in its
financial policies and disclosures.

In analyzing the company's financial policy Moody's considered the
recent decision to postpone the payment of the annual interest on
its BRL2.150 billion convertible debentures to November 15, 2013
from July 15th 2013, as agreed by Marfrig's debenture holders in a
general meeting held July 12, 2013. The postponement was viewed by
Moody's as a missed interest payment and therefore considered a
default on the instrument, as noted in an issuer comment dated
July 17th. While Moody's recognizes that the payment delay was a
business decision rather than a liquidity one, Moody's views it as
an adverse creditor action by the company.

The stable outlook reflects Moody's view that Marfrig will be able
to maintain operating margins near current levels and improve
liquidity over the near term.

The ratings or outlook could be upgraded if Marfrig demonstrates
consistent and predictable execution of its financial policy with
the ability to improve liquidity and keep operating margins at
least near current levels. In addition, it would require a CFO/
Net Debt approaching 15% and a Total Debt / EBITDA below 4.5x.

Marfrig's ratings could be downgraded if a consistent and
predictable financial policy execution is not observed going
forward. A downgrade could also be triggered if liquidity were to
deteriorate in a way that unrestricted cash position would
represent less than 80% of short term debt. Quantitatively,
downward pressure on Marfrig's B2 rating or outlook is likely if
Total Debt / EBITDA is sustained above 6.0x, EBITA to gross
interest expense falls below 1.0x or if Retained Cash Flow to Net
Debt is below 10%. All credit metrics are according to Moody's
standard adjustments and definitions.

Marfrig, headquartered in Sao Paulo, Brazil, is one of the largest
protein players globally, with consolidated revenues of BRL25.5
billion (approximately US$11.0 billion) in the last twelve months
period ended in June, 2013. The company has significant scale and
is diversified in terms of sales, raw materials and product
portfolio, with operations in Brazil, US, UK and many other
countries and presence in the beef, poultry and food services
segments.

Following the sale of Seara Brasil and Zenda units to JBS (Ba3 /
Negative), Marfrig's annual revenues will be of about BRL20
billion (approximately US$8.7 billion) and the company will have
three main business segments, which are Marfrig Beef, Keystone and
Moy Park. On a pro-forma basis, excluding the divested assets,
Marfrig beef should account for about 46% of the group's
consolidated revenues, while Keystone should contribute with 33%
of sales and Moy Park with the balance of 21%. About half of its
sales will derive from international operations, while 70% of
EBITDA is expected to be tied to foreign currencies.

Marfrig Beef is the world's third largest beef producer, with
operations in Brazil, Uruguay and Argentina. Keystone,
headquartered in the US, is one of the world's largest Food
Service suppliers in the US and Asia, being Mc Donalds its main
client, accounting for almost 70% of its revenues. Moy Park is
present in the UK, Northern Ireland, Ireland, France and
Netherlands. The company is one of the largest poultry-based
processed products suppliers in the UK and Euro region.

The date of the last Credit Rating Action was 05/22/2013.

The principal methodology used in this rating was the Global
Protein and Agriculture Industry Methodology published in May
2013.


OGX PETROLEO: Petronas Can't Back Out From Investment
-----------------------------------------------------
The Star Online reports that Petroliam Nasional Bhd (Petronas)
cannot back out of its proposed investment of US$850 million in
Brazilian oil and gas company OGX Petroleo e Gas Participacoes S.A
(OGX), which is reported to be strapped for cash after its only
producing oil field failed to live up to expectations.

The firm had scaled back its investments to concentrate on one new
field, Tubarao Martelo, to come on line by the year-end, but
analysts said the company may run out of cash before then,
according to The Star Online.

The report notes that OGX said in a statement that Petronas had
"no right to delay closing" the deal until after the completion of
the Brazilian company's debt restructuring plan.

As reported in the Troubled Company Reporter-Latin America on
Aug. 28, 2013, Bloomberg News said that Petroliam Nasional Bhd.,
Malaysia's state oil company, said its purchase of share in a
field owned by OGX Petroleo will hinge on the Brazilian oil
producer's debt restructuring plan.  The company, known as
Petronas, has yet to complete the transaction after agreeing in
May to pay US$850 million for a 40 percent stake in two blocks of
the Tubarao Martelo field off Brazil to Mr. Batista's OGX, Chief
Executive Officer Shamsul Azhar Abbas said, according to Bloomberg
News.  Petronas isn't involved in OGX's debt restructuring, Mr.
Abbas said, Bloomberg News related.  "The deal is still pending
full clarity with regard to the restructuring exercise. . . . OGX
hasn't met the condition precedent.  The debt restructuring has to
happen first," Bloomberg News quoted Mr. Abbas as saying.

Meanwhile, the report relates that Petronas via subsidiary
Petronas Brasil E&P Limitada reached an agreement with OGX to
acquire its interest in two offshore blocks in Brazil's Campos
Basin.

The national oil company in a statement on May 8 said Petronas
Brasil would acquire 40% of OGX's interest in Blocks BM-C-39 and
BM-C-40, respectively, for US$850mil or RM2.6 billion, the report
adds.

Based in Rio de Janeiro, Brazil, OGX Petroleo e Gas Participaaoes
S.A. is an independent exploration and production company with
operations in Latin America.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
July 17, 2013, Moody's Investors Service downgraded OGX Petroleo e
Gas Participaaoes S.A.'s Corporate Family Rating to Ca from Caa2
and OGX Austria GmbH's senior unsecured notes ratings to Ca from
Caa2.  The rating outlook remains negative.


OSX BRASIL: Exercises Batista Put of Up to US$50 Million
--------------------------------------------------------
Reuters reports that the board of OSX Brasil SA, the shipbuilding
company controlled by embattled Brazilian tycoon Eike Batista,
said it will exercise a put option valued at up to US$50 million.

The option, voted upon by board members including Batista, will
require Batista to inject as much as US$50 million into the
company in exchange for new OSX shares, the company said in a
securities filing, according to Reuters.

The report relates that Mr. Batista, who until mid-2012 was
Brazil's richest person, has been selling parts of his energy,
logistics and commodities empire to pay debts as the value of his
companies collapsed over the past year because of missed
production and earnings targets.

Over the past week, after five sales of stock, Mr. Batista trimmed
his controlling stake in OGX Petroleo e Gas Participacoes SA, his
flagship oil and gas company, to about 52 percent, according to
the company and Thomson Reuters data.

If he were to purchase the full US$50 million worth of new stock
in the shipbuilder, it would represent about 6 percent of existing
stock in OSX, increasing total control by Batista and his
Centennial Asset Mining Fund LLC to about 73.6 percent, Reuters
adds.

OSX Brasil SA is a shipbuilder controlled by billionaire Eike
Batista.

As reported in the Troubled Company Reporter-Latin America on
June 26, 2013, Reuters said that OSX Brasil SA, the shipbuilding
company of billionaire Eike Batista, denied a report it failed to
make payments on debt held by Spanish infrastructure group
Acciona.  The local Folha da S.Paulo newspaper reported that
Batista's OSX Brasil was struggling to avoid bankruptcy after it
defaulted on some BRL500 million ($222 million) in debt held by
Acciona, according to Reuters.


* EIKE BATISTA: "No Longer a Billionaire," Forbes Says
------------------------------------------------------
Luciana Magalhaes at The Wall Street Journal reports that
businessman Eike Batista, once Brazil's richest man, is no longer
a billionaire.

Forbes magazine said that the Brazilian tycoon, who once aspired
to be the world's richest person, is now worth less than US$900
million, according to The WSJ.

The WSJ notes that at the top of his game a year-and-a-half ago,
Mr. Batista's fortune reached US$30 billion.

The new figure, Forbes says, takes into account loans given to Mr.
Batista by Brazil's development bank, or BNDES, and Abu Dabi's
sovereign wealth fund Mubadala Development Company, The WSJ
discloses.

The report relates that companies controlled by Mr. Batista have
plummeted on the stock exchange in the last 15 months, after his
flagship company, OGX Petroleo e Gas Participacoes (OGXP3.BR), was
unable to meet production targets and ended up discontinuing the
development of most of its oil fields.

Mr. Batista has been frenetically selling assets to raise cash to
avoid the collapse of his infrastructure conglomerate, which has
interests ranging from oil to logistics and mining, the report
notes.

The WSJ relays that Swiss investment firm Acron AG confirmed it is
in final talks to buy from Mr. Batista the historic Rio de Janeiro
Hotel Gloria for around BRL225 million Brazilian (US$94.9
million).

Mr. Batista bought the luxury hotel in 2008 for around US$50
million with the intention of restoring it ahead of the 2014 World
Cup soccer tournament and 2016 Olympic games.  Restoration work,
however, hasn't yet been completed, the report says.

Since July, the report discloses, the entrepreneur has
relinquished control of two of his key companies, energy firm MPX
Energia SA (MPXE3.BR) and logistics company LLX Logistica SA
(LLX3.BR)


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


ASG GROWTH: Shareholder to Receive Wind-Up Report on Oct. 4
-----------------------------------------------------------
The shareholder of ASG Growth Markets Cayman Fund Ltd. will
receive on Oct. 4, 2013, at 10:05 a.m., the liquidator's report on
the company's wind-up proceedings and property disposal.

The company's liquidator is:

          Intertrust SPV (Cayman) Limited
          190 Elgin Avenue, George Town
          Grand Cayman KY1-9005
          Cayman Islands
          c/o Kim Charaman/Jennifer Chailler
          Telephone: (345) 943 3100


AWASU IAGO: Shareholder to Hear Wind-Up Report on Oct. 4
--------------------------------------------------------
The shareholder of Awasu Iago will hear on Oct. 4, 2013, at
10:45 a.m., the liquidator's report on the company's wind-up
proceedings and property disposal.

The company's liquidator is:

          Varun Kumar Bery
          c/o TVG Capital Partners Limited
          World Trust Tower, Unit A, 8th Floor
          50 Stanley Street, Central
          Hong Kong
          Telephone: +852 (2147) 2080
          Facsimile: +852 (2147) 3320


CAPRICORN YACHT: Shareholders' Final Meeting Set for Sept. 24
-------------------------------------------------------------
The shareholders of Capricorn Yacht Tri-Deck 140 will hold their
final meeting on Sept. 24, 2013, 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:

          Ben Carter
          3060 Peachtree Rd. NW Suite 1800
          Atlanta GA 30305-2211
          USA


CD CAPITAL: Shareholder to Receive Wind-Up Report on Oct. 4
-----------------------------------------------------------
The shareholder of CD Capital Limited will receive on Oct. 4,
2013, at 8:30 a.m., the liquidator's report on the company's wind-
up proceedings and property disposal.

The company's liquidator is:

          Intertrust SPV (Cayman) Limited
          190 Elgin Avenue, George Town
          Grand Cayman KY1-9005
          Cayman Islands
          c/o Kim Charaman/Jennifer Chailler
          Telephone: (345) 943 3100


CLEARWATER CAPITAL: Shareholder to Hear Wind-Up Report on Oct. 4
----------------------------------------------------------------
The shareholder of Clearwater Capital Partners Pacific III Annex,
Ltd. will receive on Oct. 4, 2013, at 10:30 a.m., the liquidator's
report on the company's wind-up proceedings and property disposal.

The company's liquidator is:

          Intertrust SPV (Cayman) Limited
          190 Elgin Avenue, George Town
          Grand Cayman KY1-9005
          Cayman Islands
          c/o Kim Charaman/Jennifer Chailler
          Telephone: (345) 943 3100


KENMAR PRIVATE: Shareholder to Hear Wind-Up Report on Oct. 4
------------------------------------------------------------
The shareholder of Kenmar Private Investment Partnership I Ltd
will receive on Oct. 4, 2013, at 10:00 a.m., the liquidator's
report on the company's wind-up proceedings and property disposal.

The company's liquidator is:

          Intertrust SPV (Cayman) Limited
          190 Elgin Avenue, George Town
          Grand Cayman KY1-9005
          Cayman Islands
          c/o Kim Charaman/Jennifer Chailler
          Telephone: (345) 943 3100


MIRPAN LIMITED: Shareholders' Final Meeting Set for Oct. 11
-----------------------------------------------------------
The shareholders of Mirpan Limited will hold their final meeting
on Oct. 11, 2013, at 4:00 p.m., to receive the liquidator's report
on the company's wind-up proceedings and property disposal.

The company's liquidator is:

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


PAKPOLEE COMMERCIAL: Member to Hear Wind-Up Report on Sept. 18
--------------------------------------------------------------
The member of Pakpolee Commercial Investments Limited will receive
on Sept. 18, 2013, at 10:00 a.m., the liquidator's report on the
company's wind-up proceedings and property disposal.

The company's liquidator is:

          Chan Mei Lan
          KPMG
          Prince's Building, 8th Floor
          10 Chater Road, Central, Hong Kong
          c/o Graham Kot
          Telephone: +852 (2847) 5130/ +852 (2140) 2888
          Facsimile: +852 (2869) 7357/ +852 (2869) 7357


PHAROS SMALL: Shareholders' Final Meeting Set for Sept. 18
----------------------------------------------------------
The shareholders of Pharos Small Cap Fund Ltd. will hold their
final meeting on Sept. 18, 2013, at 10:05 a.m., to receive the
liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

          Pharos Investment Management LLC
          c/o Barnaby Gowrie
          375 Park Avenue, Suite 2607
          New York, NY 10152
          Telephone: +1 (345) 914 6365


PHAROS SMALL MASTER: Shareholders' Final Meeting Set for Sept. 18
-----------------------------------------------------------------
The shareholders of Pharos Small Cap Master Fund Ltd. will hold
their final meeting on Sept. 18, 2013, at 10:10 a.m., to receive
the liquidator's report on the company's wind-up proceedings and
property disposal.

The company's liquidator is:

          Pharos Investment Management LLC
          c/o Barnaby Gowrie
          375 Park Avenue, Suite 2607
          New York, NY 10152
          Telephone: +1 (345) 914 6365


PHAROS RUSSIA: Shareholders' Final Meeting Set for Sept. 18
-----------------------------------------------------------
The shareholders of Pharos Russia Fund, Ltd. will hold their final
meeting on Sept. 18, 2013, 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:

          Pharos Investment Management LLC
          c/o Barnaby Gowrie
          375 Park Avenue, Suite 2607
          New York, NY 10152
          Telephone: +1 (345) 914 6365



QUEST BRAZIL: Shareholder to Receive Wind-Up Report on Sept. 17
---------------------------------------------------------------
The shareholder of Quest Brazil Macro Fund, SPC will receive on
Sept. 17, 2013, at 1:00 p.m., the liquidator's report on the
company's wind-up proceedings and property disposal.

The company's liquidator is:

          Ogier
          c/o Kate O'Neill
          Telephone: +1 (345) 815 1822
          Facsimile: +1 (345) 949 9877


TCB CREDITOR: Shareholder to Hear Wind-Up Report on Sept. 30
------------------------------------------------------------
The shareholder of TCB Creditor Recoveries Ltd will receive on
Sept. 30, 2013, at 10:00 a.m., the liquidator's report on the
company's wind-up proceedings and property disposal.

Christopher D. Johnson is the company's liquidator.


TITANIUM I SPV: Members' Final Meeting Set for Sept. 30
-------------------------------------------------------
The members of Titanium I SPV (Cayman) Limited will hold their
final meeting on Sept. 30, 2013, 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:

          Bernard McGrath
          69 Dr. Roy's Drive
          PO Box 1043, George Town
          Grand Cayman KY1-1102
          Cayman Islands


TOWNSEND LIMITED: Sole Member to Hear Wind-Up Report on Sept. 24
----------------------------------------------------------------
The sole member of Townsend Limited will receive on Sept. 24,
2013, at 10:00 a.m., the liquidator's report on the company's
wind-up proceedings and property disposal.

The company's liquidator is:

          Varun Kumar Bery
          c/o TVG Capital Partners Limited
          World Trust Tower, Unit A, 8th Floor
          50 Stanley Street, Central
          Hong Kong
          Telephone: +852 (2147) 2080
          Facsimile: +852 (2147) 3320


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


COLOMBIA TELECOM: Fitch Affirms Issuer Default Ratings at 'BB'
--------------------------------------------------------------
Fitch Ratings has affirmed Colombia Telecomunicaciones S.A.
E.S.P.'s foreign and local currency Issuer Default Ratings (IDRs)
at 'BB' and the USD750 million senior notes due in 2022 at 'BB'.
The Rating Outlook is Stable.

Key Rating Drivers

Coltel's ratings incorporate the improvement in competitive
position from the merger of the fixed and mobile operations which
has resulted in a company with national coverage and a diversified
service portfolio. The ratings also reflect new conditions after
the restructuring of the payment obligations with the 'Patrimonio
Autonomo de Activos y Pasivos de Telecom (Parapat)', which
resulted in a reduction in the liability and flexibility of future
payments when compared with previous conditions. The ratings are
tempered by existing obligations with the Parapat, which increase
adjusted leverage and pressure cash flow generation; higher
capital expenditures over the next few years should limit free
cash flow (FCF).

Competitive Position Strengthened
In Fitch's view, Coltel's competitive position has strengthened
from the integration of fixed and mobile operations. The combined
company has nationwide coverage, along with increased operational
scale and revenue diversification. Likewise, its operation
benefits from the opportunity to capture synergies from operating
expenses, as well as infrastructure sharing, IT systems
integration, and use of fixed network transmission capacity to
support higher demand for mobile services, among others. Fitch
views the company's strategy as positive and is intended to
increase mobile broadband and value-added services (VAS), along
with Pay-TV services and fixed-line broadband access, to help
support blended ARPU and mitigate the slowdown in revenues from
traditional voice services.

Moderate Leverage
For the next five years, Fitch expects the company's total on-
balance-sheet debt-to-EBITDA to be somewhat stable in the range of
2.5x to 3.0x. For the 12 months ended June 2013, total debt-to-
EBITDA was 2.7x. The merging of Coltel with the mobile operations
resulted in lower leverage due to the increase of EBITDA
generation along with the reduction of the liability under the
Parapat. The mobile business contributes 57% of total revenues and
about 60% of EBITDA.

Fitch views liability with the Parapat under the new restructuring
conditions as softer debt in terms of leverage, but not in terms
of debt service and cash flow. Parapat is a long-term obligation
ending in 2028 that reduces available cash flow, as it represents
a significant expenditure, by approximately 7% of revenues in 2014
and 10% from 2015 thereafter. The obligation with the Parapat
increases adjusted leverage but provides flexibility for payments
and could more easily be refinanced under a stress scenario. By
adjusting debt by the present value of this commitment and of the
rents for infrastructure, for the 12 months ended June 2013, total
adjusted debt to EBITDAR and funds from operations (FFO), leverage
was 5.1x and 5.5x, respectively.

Higher Capex Limits FCF
Fitch anticipates the FCF generation will be negative during the
next three to four years due to Coltel's demanding capex plan. The
company expects to spend USD2 billion in capex in the next four
years which will be funded from cash generated from operations and
marginal debt requirements, with no dividend payments expected.
Coltel's capital expenditures program should be used primarily for
mobile technologies, fixed broadband, additional spectrum, and
mobile license renewal. Fitch expects this investment to be funded
mainly from internally generated resources with marginal debt
requirements; cash flow from operations (CFO)-to-capex should be
close to 1x for the next five years. Expected FCF generation
should be negative for the next three to four years.

Moderate Improved Liquidity
The company has improved its tight liquidity position. The
issuance of the senior notes and debt re-negotiations with local
banks have eased pressure on cash flow and improved its maturity
profile. Coltel extended average debt life to six years and
expects over the next few years to roll over its maturities, to
release short-term cash flow for capital expenditures. The company
has uncommitted credit lines with local banks which support its
liquidity position and mitigate a possible exposure to refinancing
risks. As of June 30 2013, cash totaled USD109 million, which is
expected to be used for the new spectrum license and short-term
maturities are expected to be paid from internal cash generation.

Rating Sensitivities
Factors to credit quality that could lead to a positive rating
action include total adjusted leverage-to-EBITDAR declining
towards 3.0x in conjunction with increased FCF and FCF margins
while maintaining its competitive position.

Factors that could trigger a negative rating action include the
expectation that total on-balance-sheet debt-to-EBITDA increases
and remains at or above 3.0x over time, due to, among other
factors, weak operating results and higher than expected capital
expenditures.


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


TV AZTECA: Fitch Assigns 'BB-' Rating to New US$600MM Sr. Notes
---------------------------------------------------------------
Fitch Ratings has assigned a 'BB-' rating to TV Azteca, S.A.B. de
C.V.'s (TV Azteca) proposed up to USD600 million senior notes due
up to 2023. Proceeds from the proposed issuance will be used to
repay existing indebtedness and general corporate purposes.

Key Rating Factors

TV Azteca's ratings reflect its business position as the second
largest TV broadcaster in Mexico with national presence and one of
the largest Spanish speaking TV companies in the world. The
ratings consider the company's financial profile and strong cash
generation, which in turn has been used in past years to finance
growth, pay dividends, capital reductions and share repurchases.
TV Azteca's ratings are limited by the mature stage of the
industry, high competition from traditional and new distribution
platforms, limited revenue diversification base, as well as the
company's present debt structure, with approximately 50% of the
company's total debt secured by 22% of national advertising
revenues, which is senior to all unsecured debt instruments.

Fitch expects that on a pro forma basis considering the issuance
of the proposed senior notes, TV Azteca's debt composition will be
mostly unsecured, only with the guarantees from operating
subsidiaries. In addition, Fitch estimates that the company's net
leverage measured as net debt to EBITDA (operating income +
depreciation and amortization) will remain close to Fitch previous
estimate of less than 1.0x for year-end 2013. Fitch projects TV
Azteca's total debt to EBITDA for the next years to be around
2.9x, from 2.8x registered in the latest 12 months (LTM) June 30,
2013.

TV Azteca's business position reflects its stable market share of
around 30% in the domestic market. Mexico's TV broadcasting market
is comprised of two national networks (Grupo Televisa, S.A.B. and
TV Azteca, S.A.B. de C.V.) and smaller regional and local
broadcasters. Television continues to be the most important mass
media in Mexico for advertisers. The company's revenues are
supported by its internally produced content which allows it to
align advertisers with specific demographics.

Historically, the company's growth has followed the national GDP
trend, although in downturns it has maintained stability given
that traditionally, advertisers with presence in broadcast TV in
Mexico are engaged in less cyclical segments such as consumer
goods and services; this has been translated into stable cash
flows during economic cycles. During 2012, TV Azteca's revenues
grew 3% versus 2011 reflecting TV Azteca's stable market share and
economic conditions.

TV Azteca's management strategy is focused in maintaining strong
profitability through stable audiences and pricing power, in
conjunction with keeping strict controls on costs and expenses.
Operating margins have been pressured recently as a result of
increased content production capabilities for traditional and new
platforms and distribution channels. In addition, during the first
quarter of 2013, revenues were pressured by low government
spending and seasonality; historically, the second half of the
year is stronger than the first half. Fitch expects stabilization
of operating results through the rest of the year, with EBITDA
margin around 34%-35%.

The ratings consider the exposure to domestic economic activity
and increased regulation going forward. The recently approved
telecommunications law in Mexico, expected to become enforced
during this year once the secondary laws are passed by congress,
could have an impact on TV Azteca's results in the medium term,
reflecting increased competition from potential new participants,
among other factors. However, Fitch believes that the company's
cash generation will allow it to maintain a stable financial
profile and meet its financial obligations.

In recent years internally generated cash has been the company's
main source to finance growth and cash distributions to
shareholders. The company's strategy continues to be focused on
the production of robust programming which requires investment in
talent and facilities. For 2013, Fitch expects that TV Azteca's
cash generation will be used to cover capex and other investments
related mostly to exhibition rights (e.g. world cup, local soccer
teams and third parties content), as well as dividend payments of
approximately USD25 million per year, with modest positive FCF in
the next two years.

In November 2011, the Colombian government granted to the
consortium formed by TV Azteca and Total Play (Union Temporal
Fibra Optica Colombia- UT) a contract for the developing of the
National Optic Fiber Project. This project has the goal to deploy
a fiber network in at least 400 new municipalities with the
objective to connect by 2014 a total of 700 municipalities. The
Government investment amounts COP415 billion, approximately the
equivalent of USD200 million. The contract provides a construction
period of 2.5 years and the network operation for 15 years. UT
will deploy, operate, maintain and manage the services associated
with the network, serving at least 753 municipalities and 2,000
public institutions. The company indicates that it is on schedule
of the construction period and expects to start commercial
operations during the first half of 2014.

TV Azteca's financial profile is strong and has been stable in
recent years. Total debt to EBITDA for LTM June 2013 was 2.8x and
net debt to EBITDA 0.9x. FCF generation (cash from operations -
interest paid - capex - dividends) for the LTM June 2013 was
negative USD7.5 million and the company's cash balance at the same
date was approximately USD528 million.

TV Azteca's liquidity risk is low with total debt as of June 30,
2013 of MXN10.3 billion, short-term debt of MXN667 million and
MXN6.9 billion of cash and cash equivalents. TV Azteca's debt
consists of structured Certificados Bursatiles with an outstanding
balance of MXN4.9 billion which began amortization in 2011 through
2020, USD300 million in senior notes due in 2018 equivalent to
MXN3.8 billion, and MXP1.6 billion (USD120 million) financing with
American Tower Corp. maturing in 2020 with an option to be
extended until 2069. The company intends to extend its debt
maturity profile with the proposed senior notes issuance. Factored
in TV Azteca's ratings is the expectation of maintaining robust
cash balances throughout the years, bringing financial
flexibility. The ratings take into consideration the controlling
ownership by the Salinas family and track record of transactions
with related entities.

Ratings Sensitivity

Factors that could lead to a positive rating action include a
combination of: additional profitable business lines contributing
to positive cash flow generation, consistently lower leverage
through the cycle, sustained increase in market share that would
lead to higher cash generation allowing the company to reduce
working capital needs.

Negative factors that could affect the company's credit profile
are: declining market share, results and profitability; increased
leverage and reduced liquidity; size, form and rollout of future
investments; higher than expected cash distributions to
shareholders.


=======
P E R U
=======


* PERU: To Sell US$500 Mil. in Bonds as Overseas Borrowing Doubles
------------------------------------------------------------------
John Quigley at Bloomberg News reports that Peru plans to issue
debt overseas in 2014 after a two-year absence as the government
boosts spending, Finance Minister Miguel Castilla said.

The government will sell US$500 million in bonds in the
international markets to pay for infrastructure projects as part
of a plan to raise US$2.4 billion of financing abroad, twice this
year's target, Mr. Castilla said in Congress, according to
Bloomberg News.

Bloomberg News notes that President Ollanta Humala's government is
boosting spending to offset slower private investment after metal
exports slumped.  Bloomberg News relates that the economy expanded
4.4 percent in June, the second-slowest pace in more than three
years.  A decline in mining royalties won't affect public works,
Mr. Castilla said, Bloomberg News discloses.

"We have lower levels of debt compared with countries like Brazil,
Colombia and Mexico, which allows us to adopt counter-cyclical
policies," Bloomberg quoted Mr. Castilla as saying.

Bloomberg relays that the government is proposing to increase
spending 9.7 percent to a record 119 billion soles (US$42.4
billion).

Local bond issuance will reach as much as 2.65 billion soles,
including 1 billion soles to partly finance a US$6.5 billion
subway project for Lima, according to government's 2014 debt bill,
Bloomberg relates.


                            ***********


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.

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