TCRLA_Public/131106.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, November 6, 2013, Vol. 14, No. 220


                            Headlines



B A H A M A S

ULTRAPETROL (BAHAMAS): Expands PSV Fleet to 14 Vessels


B R A Z I L

BANCO DO BRASIL: Raises Limit on Foreign Stake
BANCO DO BRASIL: Denies Buying Stake in Plural
BANCO DO BRASIL: S&P Affirms 'BB' Rating on Jr. Sub. Securities
CBC AMMO: S&P Assigns 'BB-' Corp. Credit Rating; Outlook Stable
GOL LINHAS: Discloses Increase in Shareholding Interest

OGX PETROLEO: Has Known Since 2012 Oil Reserves Could Be Lower
OGX PETROLEO: Moody's Cuts Corporate Family Rating to 'C'
OGX SA: Fitch Downgrades Issuer Default Ratings to 'D'


C A Y M A N  I S L A N D S

ALPINE III: Creditors' Proofs of Debt Due Nov. 21
BATTERYMARCH ASIA: Creditors' Proofs of Debt Due Nov. 20
BATTERYMARCH ASIA GP: Creditors' Proofs of Debt Due Nov. 20
CALEDONIAN INSURANCE: Creditors' Proofs of Debt Due Nov. 25
CHEYNE CR: Creditors' Proofs of Debt Due Nov. 20

CHEYNE FUND: Creditors' Proofs of Debt Due Nov. 20
DTP TRADING: Creditors' Proofs of Debt Due Nov. 20
INTERKRAFT ENERGY: Placed Under Voluntary Wind-Up
NEWCASTLE CDO: Creditors' Proofs of Debt Due Nov. 21
PEPIN FUND: Creditors' Proofs of Debt Due Nov. 11

SEAGATE HDD: Moody's Rates $500MM Senior Unsecured Note 'Ba1'
SENTINEL P & C: Creditors' Proofs of Debt Due Nov. 25
SOUNDPOST CAPITAL: Creditors' Proofs of Debt Due Nov. 11
SSARIS MARK: Creditors' Proofs of Debt Due Nov. 20
WESTON-ATLAS PARTNERS: Creditors' Proofs of Debt Due Nov. 21

WESTON-ATLAS MASTER: Creditors' Proofs of Debt Due Nov. 21


M E X I C O

ALESTRA S: Fitch Hikes Issuer Default Ratings to 'BB'
MAXCOM TELECOMUNICACIONES: CEO Ferrandiz Quits; Anaya Takes Over
MAXCOM TELECOMUNICACIONES: Posts Ps.91-Mil. Net Loss in 3Q13
MAXCOM TELECOMUNICACIONES: 52.21% of Shares Subscribed and Paid


P E R U

GRUPO EMBOTELLADOR: Fitch Affirms IDRs at BB+; Outlook Stable


P U E R T O   R I C O

COSTA BONITA: Has Until Dec. 24 to File Amended Plan
INSTITUTO MEDICO: Wilma Vasquez Hospital Owner in Chapter 11


                            - - - - -


=============
B A H A M A S
=============


ULTRAPETROL (BAHAMAS): Expands PSV Fleet to 14 Vessels
------------------------------------------------------
Ultrapetrol (Bahamas) Limited has taken delivery on October 29,
2013 of two new Platform Supply Vessels (PSVs) of the 4,500 Class
type powered by diesel electric engines, DP2, FiFi1, directly from
the building yard in China which have cost about $32.0 million
each.

The Company initially has funded the vessel purchases with its own
cash.  Ultrapetrol also exercised an option to purchase a sister
vessel on identical terms and conditions.  Following delivery of
this additional vessel, which is expected in the fourth quarter,
Ultrapetrol's PSV delivered fleet will increase to 14 vessels.

Felipe Menendez, Ultrapetrol's President and Chief Executive
Officer, said, "We are pleased to grow our PSV fleet.  With the
addition of these modern vessels, which are capable of supporting
deep sea drilling in both the Brazilian and North Sea and other
international markets, we have positioned the Company to both
enhance its earnings potential in the near-term and further take
advantage of the long-term favorable fundamentals in the offshore
supply industry."

Ultrapetrol also announced that notice of cancellation of a
Shipbuilding Contract with an Indian shipyard for Hull No. V-387
(UP Onyx) was served on the yard due to excessive delays in
delivering the vessel.  The appropriate repayment demands have
been made under the refund guarantees issued by certain banks.

Ultrapetrol (Bahamas) Limited, headquartered in Nassau, Bahamas,
is a diverse international marine transportation company. The
company operates in three segments: River, Offshore Supply, and
Ocean. Last twelve months ended June 30, 2013 revenues totaled
$369 million.

                           *     *     *

As reported in the Troubled Company Reporter on Sept. 26, 2013,
Moody's Investors Service said that Ultrapetrol (Bahamas)
Limited's $25 million add-on to its existing $200 million 8.875%
First Preferred Ship Mortgage Notes due 2021 will not impact the
company's B3 Corporate Family Rating and senior secured notes
rating, SGL-2 speculative grade liquidity rating, or stable
ratings outlook.


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

BANCO DO BRASIL: Raises Limit on Foreign Stake
----------------------------------------------
Rogerio Jelmayer at 4-traders.com reports that Brazil's President
Dilma Rousseff allowed Banco do Brasil SA to raise the limit on
foreign ownership.

The new rule may lift the capital on foreign holdings of the
bank's stock to as much as 30% from the current level of 20%,
Banco do Brasil said in a statement, according to the report.

The bank is controlled by the federal government, which holds a
stake of around 51% in the bank, via National Treasury.


BANCO DO BRASIL: Denies Buying Stake in Plural
----------------------------------------------
Guillermo Parra-Bernal and Alberto Alerigi Jr. at Reuters report
that state-run Banco do Brasil SA denied a report that it is in
talks to buy a 49 percent stake in local investment banking firm
Brasil Plural Banco Multiplo, saying it will instead build its
investment-banking unit organically.

Veja magazine reported in its online edition that negotiations
between the two banks were underway, without disclosing details or
saying where it got the information, according to Reuters.
Efforts to reach Brasil Plural Banco Multiplo were not successful.

In a May interview with Reuters, Paulo Rogerio Caffarelli, senior
vice president for wholesale and private banking and international
operations at Banco do Brasil, said the bank aims to strengthen
sales and trading, mergers and acquisitions, advisory and credit,
as well as equity research capabilities.

Plural was founded in 2010 by former partners of Grupo BTG Pactual
SA.

Reuters notes that Banco do Brasil is currently in talks with
Banco Votorantim SA, of which it holds 49.9 percent of capital, on
forming a specialized banking unit.  The banks temporarily
suspended those talks a few months ago, the report relays.

Reuters discloses that unlike counterparts in other emerging
markets such as China, Brazilian investment banks have
consistently bested their foreign rivals over the past three years
at funding deals, forging stronger client ties and setting up
distribution networks similar to those of global banks.

The report notes that Banco do Brasil has lacked a specialized
unit in that segment for years, partly because of pay and bonus
restrictions facing state-run entities.  It has considered two
options to build a unit: through acquisitions or organic growth,
the report adds.


BANCO DO BRASIL: S&P Affirms 'BB' Rating on Jr. Sub. Securities
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BBB' ratings on
Banco do Brasil S.A.  S&P also affirmed the 'BB' issue-level
rating on its perpetual, noncumulative, junior subordinated
securities.  The outlook on the issuer credit rating is negative.

"BdB has adjusted the conditions of its $1.75 billion perpetual
bonds issued in January 2012 and its $2 billion perpetual bond
issued in January 2013 as anticipated in their respective
prospectuses, in order to be eligible as Tier 1 instruments
according to the Central Bank of Brazil under Basel III
requirements", said Standard & Poor's credit analyst Cynthia Cohen
Freue.  On Oct. 30, 2013, the Central Bank of Brazil confirmed
that these instruments were eligible as Tier 1 capital.

The changes to the instruments include a clause that allows the
issuer, at its sole discretion, to suspend interest and certain
other nonprincipal payments on the securities if required in order
to support its financial solvency.  Due to this feature, S&P now
considers these instruments to have "intermediate" equity content
as it believes they are able to absorb losses while the bank is a
going concern.  This leads to an increase in BdB's risk adjusted
capital (RAC) ratio of about 25 basis points.  That said, there is
no impact on the bank's stand-alone credit


CBC AMMO: S&P Assigns 'BB-' Corp. Credit Rating; Outlook Stable
---------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' corporate
credit rating to CBC Ammo LLC and its 'BB-' issue-level rating to
the company's proposed $250 million bond, with eight-year
maturity.  The outlook is stable.

The rating on CBC reflects its "weak" business risk profile and
"aggressive" financial risk profile.  CBC has strong position in
the main markets it operates, supplying small caliber ammunition
to armies and law enforcement agencies.  The company also has
historically presented conservative financial policies and a low
leveraged balance sheet, as a reflection of its predictable cash
flows and efficient operations, with modern plants, low labor
costs, and raw material cost pass-through clauses in its
contracts.  "These factors lead to higher EBITDA margins than
those of its peers. But the company's still somewhat small scale
makes it more vulnerable to the volatility inherent to the defense
sector, which is subject to budget cuts and political cycles, and
commercial markets, which we see as weakening for the next few
years," said Standard & Poor's credit analyst Marcus Fernandes.
S&P expects CBC to improve its market position and credit metrics
as its investments increase capacity to comply with the demand of
its diversified portfolio of clients.  At the same time, S&P
expects the company to maintain an "adequate" liquidity.


GOL LINHAS: Discloses Increase in Shareholding Interest
-------------------------------------------------------
GOl Linhas Aereas Inteligentes S.A. disclosed that it has received
from Bank of America Corporation on Oct. 31, 2013, the letter,
informing the company its shareholder position through various
subsidiaries:

Bank of America Corporation, informed that, as of October 21,
2013, it holds through various subsidiaries, local preferred
shares and American Depositary Receipts that total 6,923,268
preferred shares, as converted, representing 5,13% of the total
preferred shares issued by GOL Linhas Aereas Inteligentes S.A.

   (i) Bank of America Corporation is a corporation validly
       existing under the laws of the State of Delaware, with IRS
       Employer Identification Number is 56-0906609.  Its
       registered office is located at: Bank of America Corporate
       Center 100 North Tryon Street, Charlotte, NC 28255 USA;

  (ii) Bank of America holds the equity positions through various
       subsidiaries that may acquire the securities solely for
       investment or client facilitation purposes; however, Bank
       of America does not seek a change of control or a change in
       the management structure of GOL Linhas Aereas Inteligentes
       S.A.;

(iii) Bank of America has holdings totaling to 6,923,268 preferred
      shares;

(iv) No debenture convertible into shares issued GOL Linhas
      Aereas Inteligentes S.A. is held by Bank of America; and

  (v) No agreement or contract regulating the exercise of the
      voting right or the purchase and sale of securities issued
      by GOL Linhas Aereas Inteligentes S.A. was executed by Bank
      of America."

GOL Linhas Aereas Inteligentes S.A. is a low-cost and low-fare
airline in Latin America, offers around 970 daily flights to 65
destinations in 10 countries in South America, Caribbean and the
United States under the GOL and VARIG brands, using a young,
modern fleet of Boeing.

                          *     *     *

As reported in the Troubled Company Reporter-Latin America on
Feb. 7, 2013, Fitch Ratings assigned an expected rating of
'B/RR5(exp)' to Gol Linhas Aereas Inteligentes S.A.'s proposed
unsecured notes.  Fitch also assigned a 'B+' rating to the
Company's foreign and local currency long-term Issuer Default
Ratings.


OGX PETROLEO: Has Known Since 2012 Oil Reserves Could Be Lower
--------------------------------------------------------------
Luciana Magalhaes at Dow Jones Newswires reports that local
newspaper Folha de S. Paulo said Brazilian businessman Eike
Batista's flagship oil company OGX Petroleo e Gas Participacoes SA
has known since 2012 that oil reserves in its fields in the Campos
basin could be up to 82% lower than it had previously told
investors.

OGX filed for bankruptcy protection.  OGX has failed to meet
production targets, triggering a deep financial crisis, according
to Dow Jones Newswires.

The report notes that the company is using its remaining cash to
start production at what it considers potentially to be one of its
most-productive assets, an oilfield called Tubarao Martelo, also
located in the Campos Basin.

The company has said it will suspend exploration or stop
production in other fields located in the Campos Basin, the report
relates.

Dow Jones Newswires says that documents obtained by Folha de S.
Paulo show the firm knew reserves in the Campos area could be
17.5% lower than previously reported, said the newspaper, noting
that in July last year OGX's engineers in charge of determining
the economically viable reserves believed the firm could pump 315
million oil barrels from the main areas in the Campos Basin, well
below the 1.8 billion barrels informed to the market.

In a statement, the company said it always kept the market
informed of news on its production projects "as soon as the
analyses were completed, to avoid divulging incomplete
information," the report notes.

OGX said it carried out a series of studies that concluded the
fields in question weren't viable, the report adds.

                         About OGX Petroleo

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 Participacoes 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.


OGX PETROLEO: Moody's Cuts Corporate Family Rating to 'C'
---------------------------------------------------------
Moody's Investors Service downgraded OGX Petroleo e Gas
Participacoes S.A.'s Corporate Family Rating to C from Ca and OGX
Austria GmbH's senior unsecured notes ratings to C from Ca as a
result of OGX's filing of a judicial recovery request. The rating
outlook remains negative.

Issuer: OGX Petroleo e Gas Participacoes S.A.

Downgrades:

Corporate Family Rating, Downgraded to C from Ca

Issuer: OGX Austria GMBH

Downgrades:

US$2,563M 8.5% Senior Unsecured Regular Bond/Debenture, Downgraded
to C from Ca

US$1,063M 8.375% Senior Unsecured Regular Bond/Debenture,
Downgraded to C from Ca

Ratings Rationale:

The rating downgrade follows the company's announcement on October
31, 2013 that it filed a judicial recovery request at the Judicial
District of Rio de Janeiro State, in the terms of 51 and following
articles of law number 11.101/05, as decided by OGX's Board of
Directors on October 30, 2013.

OGX's C ratings reflect Moody's expectation of weak recovery of
the unsecured notes. Under several recovery scenario analyses,
Moody's expects recovery to be less than 20% on the unsecured
notes.

OGX has high debt obligations relative to its current minimal
production profile. OGX has the rights to a number of offshore
concessions in Brazil, as well as onshore Colombia (none of which
are currently producing), but their value remains highly
uncertain, particularly the ability to realize value in a timely
manner. Additionally, the Brazilian National Petroleum, Natural
Gas and Biofuel Agency (ANP) has the ability to terminate OGX's
rights to its concessions if OGX is not meeting its obligations
under the concessions.

Moody's has not assumed any excess recovery from OGX Maranhao
Petroleo e Gas S.A. (OGX Maranhao) to the benefit of OGX's
unsecured note holders. OGX Maranhao holds OGX's interest in the
onshore natural gas ParnaĦba blocks and is not a guarantor of
OGX's senior notes. On October 31, 2013, OGX announced an
investment and sale agreement with Cambuhy Investimentos Ltda.,
Eneva S.A. and DD Brazil Holdings S.a.r.l. with respect to OGX's
Maranhao. The agreement entails, among various items, the sale of
OGX's stake OGX Maranhao for R$200 million (about US$91 million),
as well as an investment agreement, and the termination of a
shared cost agreement for R$144 million, which corresponds to the
net value of the outstanding debt of OGX Maranhao. The agreement
is subject to regulatory and creditor approval.

In addition to the $3.6 billion notes, OGX's liabilities include
several long-term contractual arrangements with EBX affiliate
company OSX (unrated). The EBX Group is both OGX's and OSX's
controlling owner. There remains a high degree of uncertainty with
respect to OSX's claims in the judicial recovery process in
Brazil, given that OSX is a related party of OGX. The size and
treatment of OSX's obligations could negatively impact recovery
value for the unsecured notes. Moody's does not expect OGX to be
able to realize any of its $1 billion put option that was granted
by the company's controlling shareholder, Mr. Eike Batista, in
October 2012.

The restructuring process is likely to be protracted. Following
the court decision authorizing the filing, OGX has 60 days to
present the recovery plan, that, if approved by the general
meeting of creditors, will bind all of the company`s creditors
that are subject to the recovery proceeding. In practice, however,
there could be a long negotiation process with creditors before a
final version is approved.

The filing of a recovery leads to an automatic stay period of 180
days, when all enforcement actions and executions against the
debtor are automatically suspended. Credits excluded from the
recovery process - including credits subject to fiduciary
alienation, leases, taxes, and Advances on Exchange Contracts
(ACC) - are not subject to the formal stay, unless assets in
collateral are considered essential to the company's operations.
In this case, they could not be removed during the stay-period.

The recovery plan may take on many different formats. In the case
of OGX, it should likely propose the sale of specific assets, such
as Tubarao Martelo field, and the conversion of bonds into shares,
among other things. An important difference from the US Chapter 11
is that shareholders do not lose control and will sit at the table
with creditors during the recovery process.

Based in Rio de Janeiro, Brazil, OGX is an independent exploration
and production company with operations in Latin America.


OGX SA: Fitch Downgrades Issuer Default Ratings to 'D'
------------------------------------------------------
Fitch Ratings has downgraded the Foreign Currency (FC) and Local
Currency (LC) Issuer Default Ratings (IDRs) of OGX S.A. to 'D'
from 'C' and its long-term National Scale rating to 'D (bra)' from
'C(bra)'. In conjunction with these rating actions, Fitch has
affirmed the rating of OGX's USD2.6 billion and USD1.1 billion
notes at 'C/RR5'.

Key Rating Drivers:

The rating downgrade reflects the company's filing for bankruptcy
protection on Oct. 30, 2013, as well as the culmination of the 30-
day grace period to cure a missed interest payment on Oct. 1,
2013.

The 'C/RR5' rating of the company's outstanding notes reflects the
expected average- to below-average recovery prospects - the
company is very likely to lose some of its exploration concession
after filing for bankruptcy.

Rating Sensitivity:

Positive: OGX's future rating post-bankruptcy restructuring will
depend on its ability to retain assets and service its debt.


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


ALPINE III: Creditors' Proofs of Debt Due Nov. 21
-------------------------------------------------
The creditors of Alpine III are required to file their proofs of
debt by Nov. 21, 2013, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on Oct. 10, 2013.

The company's liquidator is:

          Ellen J. Christian
          c/o BNP Paribas Bank & Trust Cayman Limited
          P.O. Box 10632
          Royal Bank House, 3rd Floor, Shedden Road
          George Town Grand Cayman KY1-1006
          Cayman Islands
          Telephone: (345) 945 9208
          Facsimile: (345) 945 9210


BATTERYMARCH ASIA: Creditors' Proofs of Debt Due Nov. 20
--------------------------------------------------------
The creditors of Batterymarch Asia Fund, Ltd. are required to file
their proofs of debt by Nov. 20, 2013, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 10, 2013.

The company's liquidator is:

           Mourant Ozannes Cayman Liquidators Limited
           Mourant Ozannes
           Reference: Tracy Hylton
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647; or

           Mourant Ozannes Cayman Liquidators Limited
           Reference: Peter Goulden
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647
           94 Solaris Avenue, Camana Bay
           P.O. Box 1348 Grand Cayman KY1-1108
           Cayman Islands


BATTERYMARCH ASIA GP: Creditors' Proofs of Debt Due Nov. 20
-----------------------------------------------------------
The creditors of Batterymarch Asia GP, Ltd. are required to file
their proofs of debt by Nov. 20, 2013, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 10, 2013.

The company's liquidator is:

           Mourant Ozannes Cayman Liquidators Limited
           Mourant Ozannes
           Reference: Tracy Hylton
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647; or

           Mourant Ozannes Cayman Liquidators Limited
           Reference: Peter Goulden
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647
           94 Solaris Avenue, Camana Bay
           P.O. Box 1348 Grand Cayman KY1-1108
           Cayman Islands


CALEDONIAN INSURANCE: Creditors' Proofs of Debt Due Nov. 25
-----------------------------------------------------------
The creditors of Caledonian Insurance SPC Ltd. are required to
file their proofs of debt by Nov. 25, 2013, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 3, 2013.

The company's liquidator is:

          Bernard McGrath
          69 Dr. Roy's Drive
          P.O. Box 1043 Grand Cayman KY1-1102
          Cayman Islands
          Telephone: 949 0050
          Facsimile: 949 8062


CHEYNE CR: Creditors' Proofs of Debt Due Nov. 20
------------------------------------------------
The creditors of Cheyne CR Limited are required to file their
proofs of debt by Nov. 20, 2013, to be included in the company's
dividend distribution.

The company commenced liquidation proceedings on Oct. 10, 2013.

The company's liquidator is:

           Mourant Ozannes Cayman Liquidators Limited
           Mourant Ozannes
           Reference: Tracy Hylton
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647; or

           Mourant Ozannes Cayman Liquidators Limited
           Reference: Peter Goulden
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647
           94 Solaris Avenue, Camana Bay
           P.O. Box 1348 Grand Cayman KY1-1108
           Cayman Islands


CHEYNE FUND: Creditors' Proofs of Debt Due Nov. 20
--------------------------------------------------
The creditors of Cheyne Fund Inc. are required to file their
proofs of debt by Nov. 20, 2013, to be included in the company's
dividend distribution.

The company commenced liquidation proceedings on Oct. 10, 2013.

The company's liquidator is:

           Mourant Ozannes Cayman Liquidators Limited
           Mourant Ozannes
           Reference: Tracy Hylton
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647; or

           Mourant Ozannes Cayman Liquidators Limited
           Reference: Peter Goulden
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647
           94 Solaris Avenue, Camana Bay
           P.O. Box 1348 Grand Cayman KY1-1108
           Cayman Islands


DTP TRADING: Creditors' Proofs of Debt Due Nov. 20
--------------------------------------------------
The creditors of DTP Trading Ltd are required to file their proofs
of debt by Nov. 20, 2013, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on Oct. 8, 2013.

The company's liquidator is:

           Mourant Ozannes Cayman Liquidators Limited
           Mourant Ozannes
           Reference: Tracy Hylton
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647; or

           Mourant Ozannes Cayman Liquidators Limited
           Reference: Peter Goulden
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647
           94 Solaris Avenue, Camana Bay
           P.O. Box 1348 Grand Cayman KY1-1108
           Cayman Islands


INTERKRAFT ENERGY: Placed Under Voluntary Wind-Up
-------------------------------------------------
On Oct. 4, 2013, the sole shareholder of Interkraft Energy Fund
Limited resolved to voluntarily wind up the company's operations.

Creditors are required to file their proofs of debt to be included
in the company's dividend distribution.

The company's liquidator is:

          Avalon Management Limited
          Reference: GL
          Telephone: +1 (345) 769 4422
          Facsimile: +1 (345) 769 9351
          Landmark Square, 1st Floor 64 Earth Close
          P.O. Box 715 Grand Cayman KY1-1107
          Cayman Islands


NEWCASTLE CDO: Creditors' Proofs of Debt Due Nov. 21
----------------------------------------------------
The creditors of Newcastle CDO IV, Limited are required to file
their proofs of debt by Nov. 21, 2013, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 10, 2013.

The company's liquidator is:

          Ellen J. Christian
          c/o BNP Paribas Bank & Trust Cayman Limited
          P.O. Box 10632
          Royal Bank House, 3rd Floor, Shedden Road
          George Town Grand Cayman KY1-1006
          Cayman Islands
          Telephone: (345) 945 9208
          Facsimile: (345) 945 9210


PEPIN FUND: Creditors' Proofs of Debt Due Nov. 11
-------------------------------------------------
The creditors of The Pepin Fund Limited are required to file their
proofs of debt by Nov. 11, 2013, to be included in the company's
dividend distribution.

The company commenced liquidation proceedings on Sept. 25, 2013.

The company's liquidator is:

          Hugh Dickson
          c/o Prudence Pryce
          10 Market Street #765, Camana Bay
          Grand Cayman KY1-9006
          Cayman Islands
          Telephone: +1 (345) 949 7100
          Facsimile: +1 (345) 949 7120


SEAGATE HDD: Moody's Rates $500MM Senior Unsecured Note 'Ba1'
-------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Seagate HDD
Cayman's $500 million senior unsecured note offering. The net
proceeds from the offering will be used for general corporate
purposes, including retiring existing debt and capital
expenditures. The rating outlook is stable.

Ratings Rationale:

Seagate's rating reflects the company's very strong market
position within the hard disk drive (HDD) industry, and the
stabilization of the historic sales and cash flow volatility in
the industry following significant consolidation over the last
decade. Given the high operating leverage in the business model,
Moody's expects Seagate to generate solid profit and free cash
flow over the next couple of years and deliver strong credit
metrics compared to other companies also rated at the Ba1 level.

The rating also incorporates the long term risks presented by
Seagate's single business-line focus, current competition and
threat of potential product obsolescence and substitution from
emerging solid state drive (SSD) deployments. The ratings are also
constrained by the company's shareholder-friendly financial
policies with regard to potentially sizable share buybacks and
high dividend payments at a time when free cash flow is
meaningfully higher than historical levels.

Rating Assigned

Senior Unsecured Notes, due 2018 - Ba1 LGD3-45%

The stable rating outlook incorporates Moody's view for favorable
near-term HDD storage industry fundamentals, cash generating
prospects and a strong financial profile for Seagate.

What Could Change the Rating - Up:

Seagate's CFR could be upgraded if the company maintains its solid
position in the HDD industry, takes steps to protect its revenue
base amid the storage technology evolution, and demonstrates
conservative financial policies, including Moody's adjusted
leverage of less than 1x total debt to EBITDA on a sustained basis
while maintaining cash balances of at least $1.5 billion.

What Could Change the Rating - Down:

Seagate's rating could be downgraded if the company experienced a
loss of technological leadership that led to sustained market
share losses in the HDD industry and resulted in lower
profitability. Material revenue and EBITDA declines could result
in negative credit implications. Additionally, Moody's could
downgrade the rating if Seagate generated operating losses and/or
negative free cash flow on a sustained basis or engaged in
aggressive financial policies resulting in diminished liquidity.


SENTINEL P & C: Creditors' Proofs of Debt Due Nov. 25
-----------------------------------------------------
The creditors of Sentinel P & C Insurance SPC Ltd are required to
file their proofs of debt by Nov. 25, 2013, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 8, 2013.

The company's liquidator is:

          Bernard McGrath
          69 Dr. Roy's Drive
          P.O. Box 1043 Grand Cayman KY1-1102
          Cayman Islands
          Telephone: 949 0050
          Facsimile: 949 8062


SOUNDPOST CAPITAL: Creditors' Proofs of Debt Due Nov. 11
--------------------------------------------------------
The creditors of Soundpost Capital Offshore, Ltd are required to
file their proofs of debt by Nov. 11, 2013, to be included in the
company's dividend distribution.

The company commenced wind-up proceedings on Oct. 4, 2013.

The company's liquidator is:

          Ogier
          c/o Desiree Jacob
          Telephone: (345) 815 1779
          Facsimile: (345) 949 9877
          89 Nexus Way, Camana Bay
          Grand Cayman KY1-9007
          Cayman Islands


SSARIS MARK: Creditors' Proofs of Debt Due Nov. 20
--------------------------------------------------
The creditors of SSARIS Mark IV Fund Ltd. are required to file
their proofs of debt by Nov. 20, 2013, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 8, 2013.

The company's liquidator is:

           Mourant Ozannes Cayman Liquidators Limited
           Mourant Ozannes
           Reference: Tracy Hylton
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647; or

           Mourant Ozannes Cayman Liquidators Limited
           Reference: Peter Goulden
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647
           94 Solaris Avenue, Camana Bay
           P.O. Box 1348 Grand Cayman KY1-1108
           Cayman Islands


WESTON-ATLAS PARTNERS: Creditors' Proofs of Debt Due Nov. 21
------------------------------------------------------------
The creditors of Weston-Atlas Partners Fund Ltd. are required to
file their proofs of debt by Nov. 21, 2013, to be included in the
company's dividend distribution.

The company commenced liquidation proceedings on Oct. 10, 2013.

The company's liquidator is:

           Mourant Ozannes Cayman Liquidators Limited
           Mourant Ozannes
           Reference: Tracy Hylton
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647; or

           Mourant Ozannes Cayman Liquidators Limited
           Reference: Peter Goulden
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647
           94 Solaris Avenue, Camana Bay
           P.O. Box 1348 Grand Cayman KY1-1108
           Cayman Islands


WESTON-ATLAS MASTER: Creditors' Proofs of Debt Due Nov. 21
----------------------------------------------------------
The creditors of Weston-Atlas Partners Master Fund Ltd. are
required to file their proofs of debt by Nov. 21, 2013, to be
included in the company's dividend distribution.

The company commenced liquidation proceedings on Oct. 10, 2013.

The company's liquidator is:

           Mourant Ozannes Cayman Liquidators Limited
           Mourant Ozannes
           Reference: Tracy Hylton
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647; or

           Mourant Ozannes Cayman Liquidators Limited
           Reference: Peter Goulden
           Telephone: +1 (345) 949 4123
           Facsimile: +1 (345) 949 4647
           94 Solaris Avenue, Camana Bay
           P.O. Box 1348 Grand Cayman KY1-1108
           Cayman Islands


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


ALESTRA S: Fitch Hikes Issuer Default Ratings to 'BB'
-----------------------------------------------------
Fitch Ratings has upgraded Alestra, S. de R.L. de C.V.'s (Alestra)
local and foreign currency Issuer Default Ratings (IDRs) to 'BB'
from 'BB-', including the USD200 million senior notes due 2014.
The Rating Outlook is Stable.

Key Rating Drivers:

The upgrade reflects the company's improved financial profile as a
result of its positive operational performance, stable and
predictable cash flow generation, historical positive free cash
flow and sound credit metrics. The company has showed its ability
to generate stable and predictable revenues from IT, data,
internet and local services (VAS) which are less exposed to
competitive pressures and strengthen its EBITDA generation. The
rating action also reflects Fitch's view that Alestra will have
the ability to refinance the maturity of the USD200 million senior
notes due in 2014, based to its proven access to the local bank
and capital markets and the support and bank relationships of its
parent Grupo Alfa S.A.B. de C.V.

Stable Operating Performance

Alestra's strong financial profile is supported by its positive
operational generation. The company has managed to compensate the
expected lower LD revenues by strengthening its revenues and
EBITDA generation from IT, data, internet and local services (VAS)
to corporate segments, which is now the most important segment.
VAS is less exposed to competitive pressures, which lowers
business risk. For the 12 months ended June 30, 2013, revenue
increased 0.5% when compared to the same period of the previous
year, with an EBITDA generation, 11% higher over the same period,
for an EBITDA margin of 42.4% and excluding cost benefits from the
resolution of interconnection disagreements the EBITDA margin was
36.8%. Fitch expects EBITDA generation to continue growing as
operational profitability benefits from a mix of services with
higher contribution margins of approximately 38% to 40%.

The company's strong cash flow generation is driven by the stable
operating performance and manageable capital expenditure needs.
Alestra has generated positive free cash flow that has contributed
to limited debt needs. Going forward, the ratings factor that FCF
generation can be limited by the increase in capex and dividends
payment. Capital expenditures for 2013 to 2016 are estimated at
approximately MXN6.600 million and incorporates that the company
has flexibility in their Capex spending to the extent that
approximately 70% is success based.

Expected Moderate Leverage

Alestra's leverage level is moderate with debt to EBITDA expected
to be approximately 1.5 times (x) to 2.0x over the long term. For
the 12 months ended June 30, 2013 total debt to EBITDA and EBITDA
to interest expense were 1.3x and 6.0x, respectively. Going
forward Alestra's leverage could continue to decline as a result
of favorable EBITDA generation from the expansion of its network
and data center infrastructure. The rating considers a moderate
leverage of total debt to EBITDA to be below 1.5x over the long
term with a EBITDA to interest expense of about 5x. These metrics
doesn't consider inorganic growth to be funded with debt, in which
case a sustained leverage metric above 2.5x over time would
negatively affect credit quality and could result in a downgrade.

Manageable Liquidity Position

Alestra's liquidity position had a positive impact from the
resolution of the controversy concerning interconnection rates.
Since 2009, the company constituted a trust where they deposit the
amounts under dispute of interconnection rates. These resources
were refunded to the company as the court made its final decision
at the beginning of 2013 favoring Alestra. As of June 2013, the
company received the refund of MXN284.2 million, and total
unrestricted cash and marketable securities totaled MXN889
million. However, Alestra is exposed to refinancing risks as they
approach to the maturity of the USD200 million senior unsecured
notes due in august 2014. Fitch considers Alestra has proven
access to local banks and will successfully address its
refinancing needs to fund the maturity of the USD200 million
senior notes due 2014. Also Alestra has available approximately
USD50 million in committed credit facilities that further support
their liquidity position.

Rating Sensitivities:

The main factors that individually, or collectively, could trigger
a negative rating action include: a sustained leverage over 2.5x
due to lower operating results, and debt-funded projects or
acquisitions combined with negative free cash flow could result in
a negative rating action. Positive factors to credit quality
include an increase in geographical diversification, increase
market share, sustained FCF generation across economic cycles and
gross leverage ratio being below 1.5x over the long term.


MAXCOM TELECOMUNICACIONES: CEO Ferrandiz Quits; Anaya Takes Over
----------------------------------------------------------------
Maxcom Telecomunicaciones, S.A.B. de C.V. announced the
resignation of Mr. Rene Sergio Sagastuy Ferrandiz to his position
of Chief Executive Officer of the Company.

Maxcom later disclosed that its Board of Directors has appointed
Mr. Enrique Ibarra Anaya as its new Chief Executive Officer.

Mr. Ibarra holds a degree in Civil Engineering from the
Universidad Nacional Autonoma de Mexico (UNAM or National
Autonomous University of Mexico) and Masters and Ph.D. degrees
from Carnegie Mellon University.

During his professional career, Mr. Ibarra has served in high
management positions in financial and telecommunication companies,
such as Ixe Grupo Financiero and Pegaso PCS (Telefonica Movistar
Mexico); companies where he served as Director of Systems and
Telecommunications.

During the last 8 years, Mr. Ibarra was Chief Executive Officer of
Bursatec, S.A. de C.V., a subsidiary of Grupo Bolsa Mexicana de
Valores, as well as Deputy General Director of Technology of the
Bolsa Mexicana de Valores, where he was in charge of the
installation and operation of the new electronic trading system,
known as MoNeT, that substantially increased the processing
capabilities of the trading platform of the Mexican stock
exchange, and which latency (speed) is similar to the best trading
systems of the world.

Being the telecommunication sector very closely related with the
information technology, in a world where the technology is
constantly evolving and is a central element of competitiveness,
the integration of Mr. Ibarra will be crucial to strengthen the
technological evolution of Maxcom, allowing the Company to expand
its business aiming at the highest levels of quality of service
delivered to the client.

                           About Maxcom

Maxcom Telecomunicaciones, S.A.B. de C.V., headquartered in Mexico
City, Mexico, is a facilities-based telecommunications provider
using a "smart-build" approach to deliver last-mile connectivity
to micro, small and medium-sized businesses and residential
customers in the Mexican territory.  Maxcom launched commercial
operations in May 1999 and is currently offering local, long
distance, data, value-added, paid TV and IP-based services on a
full basis in greater metropolitan Mexico City, Puebla, Tehuacan,
San Luis, and Queretaro, and on a selected basis in several cities
in Mexico.

In June 2013, Maxcom didn't make an $11 million interest payment
on the notes.

Maxcom sought bankruptcy protection (Bankr. D. Del. Case No.
13-11839) in Wilmington, Delaware, on July 23, 2013.

Maxcom listed $11.1 billion in assets and $402.3 million in debt.
The company had assets valued at 4.98 billion pesos ($394 million)
in the quarter ended March 31, according to an April 26 regulatory
filing.  The company reached a restructuring agreement with
Ventura Capital, a group holding about $86 million, or 48.7
percent, of the senior notes and about 44 percent of its equity
holders, court papers show.

The Company has engaged Lazard Freres & Co. LLC and its alliance
partner Alfaro, Davila y Rios, S.C., as its financial advisor and
Kirkland & Ellis LLP and Santamarina y Steta, S.C. as its U.S. and
Mexican legal advisors in connection with its restructuring
proceedings and potential Chapter 11 case.  The Ad Hoc Group has
retained Cleary Gottlieb Steen & Hamilton LLP and Cervantes Sainz,
S.C., as its U.S. and Mexican legal advisors.  Ventura has
retained VACE Partners as its financial advisor, and Paul Hastings
LLP and Jones Day as its U.S. and Mexican legal advisors,
respectively.

In September 2013, the U.S. bankruptcy court entered an order
confirming the Company's prepackaged Chapter 11 plan of
reorganization.  Confirmation of the Plan was fully-consensual:
the only class of creditors entitled to vote overwhelmingly voted
in favor of the Plan and no party objected to confirmation of the
Plan.  The Plan was declared effective in October 2013.


MAXCOM TELECOMUNICACIONES: Posts Ps.91-Mil. Net Loss in 3Q13
------------------------------------------------------------
Maxcom Telecomunicaciones, S.A.B. de C.V. (NYSE: MXT) (BMV: MAXCOM
CPO), one of the leading integrated telecommunications companies
in Mexico, disclosed on Oct. 28, 2013, its unaudited financial and
operating results for the quarter ended Sept. 30, 2013.

The Company reported a net loss during 3Q13 of Ps.91 million, in
comparison to the net income of Ps.65 million reported in the same
period of 2012.

Total revenues for the three months ended Sept. 30, 2013, were
Ps.642 million, an increase of 13% over revenue of Ps.566 million
recorded in the same period of last year.

"Residential revenues represented 34% of the total during 3Q13,
compared with 45% in 3Q12.  Revenues in the residential business
segment reached Ps.220 million, representing 14% less
(Ps.37 million) in comparison to Ps.257 million recorded in 3Q12.
The decrease in the residential revenues mainly derived from the
termination of a contract linked to the MVNO operation.

"RPU (average revenue per unit) for the residential business for
3Q13 was Ps.149 which is 16% less than the Ps.177 recorded in
3Q12.

"Residential RGU per customer stayed almost flat in 1.8 in 3Q13,
with respect at the same quarter of 2012.

"Commercial revenues represented 27% of the total during 3Q13,
compared to 29% registered in 3Q12.  Revenues in the Commercial
Business reached Ps.174 million, an increase of 7% in comparison
to Ps.163 million recorded in 3Q12.

"The 7% or Ps.11 million increase in revenues during 3Q13 is
mainly explained by an increase of data charges in Ps.19 million,
partially offset by Ps.8 million less revenue coming from voice
services.

"ARPU of the commercial business for 3Q13 reached Ps.760 which is
less than the Ps.796 recorded in 3Q12, and it explains because the
growth of RGUs (r11.6%) not was proportional at the revenue
(r6.6%).

"In addition, RGU per commercial increased 27% to reach 26.5 in
3Q13 compared to 20.9 in 3Q12.

"Public Telephony represented 6% of total revenue generated during
3Q13.  Revenues in this business unit totaled Ps.39 million, a
decrease of 7% when compared to Ps.42 million in 3Q12.  The
decrease in revenues is attributed to a reduction in network
usage, as well as a minor number of telephones in operation.

"In 3Q13, wholesale revenues increased 105% to reach
Ps.205 million, in comparison to the Ps.100 million registered
during the same period in the previous year.  The growth in this
business unit was due to the increase in the international traffic
terminated in our network.

"Other revenues contributed marginally and reached Ps.4 million,
the same Ps.4 million registered in 3Q12.

"EBITDA for 3Q13 was Ps.188 million, above the Ps.176 million
registered in the same period of last year.  EBITDA Margin was 29%
during the period, slightly under of the 31% of last year.

"The Company recorded an operating loss for 3Q13 of Ps.5 million,
in the same quarter last year the company achieved operating
income of Ps.5 million.  Depreciation charges during the quarter
were Ps.155 million, increasing Ps.12 million against the
Ps.143 million of the 3Q12."

Comprehensive cost of financing was Ps.85 million during the
quarter, a Ps.146 million decrease when compared to Ps.61 million
comprehensive income in the same period of 2012.

Balance Sheet

As of Sept. 30, 2013, the Company had total assets of
Ps.4,923,306 million, total liabilities of Ps.3,007,661 million,
and shareholders' equity of Ps.1,915,645 million.

In comparison, as of Sept. 30, 2012, the Company had total assets
of Ps.5,311,268, total liabilities of Ps.3,108,823, and
shareholders' equity of Ps.2,202,445.

A copy of the press release is available for free at:

                        http://is.gd/iyO4mK

                           About Maxcom

Maxcom Telecomunicaciones, S.A.B. de C.V., headquartered in Mexico
City, Mexico, is a facilities-based telecommunications provider
using a "smart-build" approach to deliver last-mile connectivity
to micro, small and medium-sized businesses and residential
customers in the Mexican territory.  Maxcom launched commercial
operations in May 1999 and is currently offering local, long
distance, data, value-added, paid TV and IP-based services on a
full basis in greater metropolitan Mexico City, Puebla, Tehuacan,
San Luis, and Queretaro, and on a selected basis in several cities
in Mexico.

In June 2013, Maxcom didn't make an $11 million interest payment
on the notes.

Maxcom sought bankruptcy protection (Bankr. D. Del. Case No.
13-11839) in Wilmington, Delaware, on July 23, 2013.

Maxcom listed $11.1 billion in assets and $402.3 million in debt.
The company had assets valued at 4.98 billion pesos ($394 million)
in the quarter ended March 31, according to an April 26 regulatory
filing.  The company reached a restructuring agreement with
Ventura Capital, a group holding about $86 million, or 48.7
percent, of the senior notes and about 44 percent of its equity
holders, court papers show.

The Company has engaged Lazard Freres & Co. LLC and its alliance
partner Alfaro, Davila y Rios, S.C., as its financial advisor and
Kirkland & Ellis LLP and Santamarina y Steta, S.C. as its U.S. and
Mexican legal advisors in connection with its restructuring
proceedings and potential Chapter 11 case.  The Ad Hoc Group has
retained Cleary Gottlieb Steen & Hamilton LLP and Cervantes Sainz,
S.C., as its U.S. and Mexican legal advisors.  Ventura has
retained VACE Partners as its financial advisor, and Paul Hastings
LLP and Jones Day as its U.S. and Mexican legal advisors,
respectively.

In September 2013, the U.S. bankruptcy court entered an order
confirming the Company's prepackaged Chapter 11 plan of
reorganization.  Confirmation of the Plan was fully-consensual:
the only class of creditors entitled to vote overwhelmingly voted
in favor of the Plan and no party objected to confirmation of the
Plan.  The Plan was declared effective in October 2013.


MAXCOM TELECOMUNICACIONES: 52.21% of Shares Subscribed and Paid
---------------------------------------------------------------
Maxcom Telecomunicaciones, S.A.B. de C.V. (NYSE: MXT, BMV:
MAXCOM.CPO) announced on Nov. 1 that in connection with the
capital increase approved by the Shareholders Meeting dated Oct.
2, 2013, as of Oct. 30, 2013, the date in which the exercise of
the preemptive rights expire, the total shares subscribed and paid
were 1,619,700,750, representing approximately 52.21% of the total
shares issued, therefore, the Company received as of this date,
$1,565,710,731.96 Pesos.  Of the total shares duly subscribed,
943,470,906 Series "A" shares equivalent to $912,610,628.25 Pesos,
were subscribed and paid by the public investors.

Pursuant to the resolutions approved by the Shareholders Meeting,
the Chairman of the Board of Maxcom will offer to a third party,
the unsubscribed shares in the same price of $0.96666667 Pesos per
share.  In its time, the Company will inform the market the final
results of the capital increase.

The above mentioned, together with the consummation of the
recapitalization process and the reorganization of his debt under
Chapter 11 of the United States Code (Bankruptcy Code) concluded
on Oct. 11, 2013, put the Company with a solid financial position
and will permit Maxcom to realize all the necessary investments to
growth the business with a high quality costumer services.

                           About Maxcom

Maxcom Telecomunicaciones, S.A.B. de C.V., headquartered in Mexico
City, Mexico, is a facilities-based telecommunications provider
using a "smart-build" approach to deliver last-mile connectivity
to micro, small and medium-sized businesses and residential
customers in the Mexican territory.  Maxcom launched commercial
operations in May 1999 and is currently offering local, long
distance, data, value-added, paid TV and IP-based services on a
full basis in greater metropolitan Mexico City, Puebla, Tehuacan,
San Luis, and Queretaro, and on a selected basis in several cities
in Mexico.

In June 2013, Maxcom didn't make an $11 million interest payment
on the notes.

Maxcom sought bankruptcy protection (Bankr. D. Del. Case No.
13-11839) in Wilmington, Delaware, on July 23, 2013.

Maxcom listed $11.1 billion in assets and $402.3 million in debt.
The company had assets valued at 4.98 billion pesos ($394 million)
in the quarter ended March 31, according to an April 26 regulatory
filing.  The company reached a restructuring agreement with
Ventura Capital, a group holding about $86 million, or 48.7
percent, of the senior notes and about 44 percent of its equity
holders, court papers show.

The Company has engaged Lazard Freres & Co. LLC and its alliance
partner Alfaro, Davila y Rios, S.C., as its financial advisor and
Kirkland & Ellis LLP and Santamarina y Steta, S.C. as its U.S. and
Mexican legal advisors in connection with its restructuring
proceedings and potential Chapter 11 case.  The Ad Hoc Group has
retained Cleary Gottlieb Steen & Hamilton LLP and Cervantes Sainz,
S.C., as its U.S. and Mexican legal advisors.  Ventura has
retained VACE Partners as its financial advisor, and Paul Hastings
LLP and Jones Day as its U.S. and Mexican legal advisors,
respectively.

In September 2013, the U.S. bankruptcy court entered an order
confirming the Company's prepackaged Chapter 11 plan of
reorganization.  Confirmation of the Plan was fully-consensual:
the only class of creditors entitled to vote overwhelmingly voted
in favor of the Plan and no party objected to confirmation of the
Plan.  The Plan was declared effective in October 2013.


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

GRUPO EMBOTELLADOR: Fitch Affirms IDRs at BB+; Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed the 'BB+' foreign currency and local
currency Issuer Default Ratings (IDRs) of Grupo Embotellador Atic
S.A. (Atic). In conjunction with this rating action, Fitch has
affirmed the 'BB+' rating of Ajecorp B.V.'s (Ajecorp) USD450
million notes due in 2022. The rating of the notes has been
directly linked to that of its parent company, Atic, in accordance
with Fitch's Parent and Subsidiary Rating Linkage criteria.

Ajecorp is a wholly owned subsidiary of Atic and is incorporated
in the Netherlands as a limited liability company. The 2022 notes
of Ajecorp are unconditionally guaranteed by Atic and its key
operating subsidiaries. Atic's guarantee was put in place after
the company changed its type of incorporation from a limited
liability company (Sociedad Limitada) to a Corporation (Sociedad
Anonima). Atic's Thailand subsidiaries also provided guarantees.

Key Rating Drivers:

Atic's 'BB+' ratings are supported by the geographic
diversification of its operations within Latin America and
Thailand, the resilient nature of the beverage industry to
cyclical downturns, and the industry's free cash flow
characteristics. The company's sound position within the 'B' brand
segments of most of the markets in which it operates, as well as
its moderate levels of leverage, also support the ratings.

Strong competition within the beverage industry and the volatility
of raw material costs are among the factors that limit Atic's
ratings to 'BB+'. The company's corporate structure is also
considered a credit weakness. Atic's controlling shareholders, the
Ananos family, directly own the formulas for the beverages
produced by the company, which results in the transfer of some
operating profits to the shareholders from royalty payments.
Royalties are limited by the bond indenture to USD5 million. The
controlling shareholders also own another beverage company, Callpa
Limited, which produces and sells beverages in several Asian
countries. The shareholders may have to support the nascent
operations of Callpa Limited, which could indirectly impact the
credit quality of Atic.

Sound Geographic Diversification

As of June 30, 2013, Peru represented 32% of Atic's consolidated
adjusted EBITDA. The Peruvian market is important for the company,
as historically it has been a non-cola market, which benefits 'B'
brand producers, as they rely heavily upon non-cola products. In
addition to Peru, Atic's most important markets in terms of EBITDA
contribution are Colombia (38%) followed by Thailand (7%), Central
America (20%), Venezuela (12%) and Mexico (12%). The level of
geographic diversification mitigates to a degree the company's
exposure to markets such as Venezuela, where economic and
political uncertainty is high. The recent entrance of Atic in the
Brazilian market continues to be challenging due to the strong
competitive environment and the small size of its operations.

Target Markets Have Price-Sensitive Consumers
Atic has a relatively small presence in each country, with market
shares below 18%. The company faces strong competition from Coca-
Cola and Pepsi in each market in which it operates. Its key brands
are 'Big Cola' and 'Kola Real'. Atic prices its products
approximately 20% to 40% lower than Coca-Cola's products and
competes directly against other producers of non-branded products
in the 'B' brand segment of the market. The company's target
customers are price-sensitive consumers in the lower economic
classes.

Atic's distribution model varies across countries. In Peru and
Thailand, Atic primarily operates its own distribution network. In
Colombia, Central America and Venezuela, the company relies more
heavily on third parties. Nearly 90% of its consolidated sales
occur at mom-and-pop stores.

Strong Growth During 2012, Moderate Trend for 2013
After a strong performance in 2012, with 6.3% volume growth and
15% price increase, growth is moderate during the first half of
2013. For the LTM ended June 30, 2013, EBITDA reached EUR107
million, down from EUR117 million during 2012. During the six
months of 2013 average prices increased 1.2% while volumes
decreased 1.0%. Lower volume is mainly a result of contractions in
Thailand (-17.7%), Peru (-6.2%) and Brazil (-42.6%) while Colombia
and Central America (CAM) experienced growth of 17% and 4.9%,
respectively. In Thailand low volumes are a result of competitive
pressures while Peruvian operations were affected by lower
carbonated soft drink (CSD) consumption due to a colder winter,
economic uncertainty, and a strike during 1Q'13. Brazil and Mexico
continue to prove challenging as competition is strong, but
performance in both markets is expected to improve in 2014. On a
consolidated basis, EBITDA margin was 9.8%.

Concentration in Long-Term Debt after Bond Issuance and Re-opening
in 2012
As of June 30, 2013, Atic had EUR401 million of consolidated debt,
which is comparable to December 2012, and EUR116 million of cash
and marketable securities. Out of total debt, USD450 million is in
senior unsecured notes issued by Ajecorp in 2012. Bond proceeds
were used for debt refinancing (USD300 million) and capex (USD100
million), among other general corporate purposes.

Increased Net Leverage
Atic's net debt-to-EBITDA ratio was 2.6x, while its total debt-to-
EBITDA ratio was 3.7x, as of June 30, 2013. In terms of net
leverage, these credit metrics are weaker than the average ratios
maintained by the company during the period 2008-2012 of 2.0x and
2.5x , respectively. Management's financial strategy targets a
total net debt-to-EBITDA ratio of between 2.0x and 3.0x. The
company should be able to remain at these levels given lower capex
needs, sound cash flow generation from the Colombian and Central
American markets, as well as the expected turnaround of Mexican
and Brazilian operations. Fitch expects that Atic's net debt-to-
EBITDA ratio should remain around 3.0x.

Rating Sensitivities:

An increase in debt or a deterioration in cash flows from
operations that materially weaken credit metrics could lead to
negative rating actions. A positive rating action is not likely in
the medium term as Fitch does not expect that Atic will
significantly deleverage, and challenges in Brazil and Mexico
remain.


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


COSTA BONITA: Has Until Dec. 24 to File Amended Plan
----------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico has
granted Costa Bonita Beach Resort, Inc., an extension of 60 days,
or until Dec. 24, 2013, to file an Amended Disclosure Statement
and Amended Plan of Reorganization in its Chapter 11 case.

In papers filed with the Court on Oct. 25, 2013, the Debtor said:
"This week Debtor and DF Servicing LLC's representatives met and
undertook settlement conversations directed to resolve and
simplify the controversies between them.  An extension of time of
sixty (60) days for the filing of Debtor's Amended Plan and
Disclosure Statement will promote the aforesaid goal."

                        About Costa Bonita

Costa Bonita Beach Resort, Inc., owns 50 apartments at the Costa
Bonita Beach Resort in Culebra, Puerto Rico.  It filed a
bankruptcy petition under Chapter 11 of the Bankruptcy Code for
the first time (Bankr. D.P.R. Case No. 09-00699) on Feb. 3, 2009.
During this case, the Court entered an Opinion and Order finding
that the Debtor satisfied all three (3) prongs of the Single Asset
Real Estate, and, as such is a SARE case subject to 11 U.S.C. Sec.
362(d)(3). The Court also entered an Order modifying the automatic
stay to allow creditor DEV, S.E., to continue in state court
proceedings for the removal of the illegal easement and the
restoration of DEV, S.E.'s land to its original condition by the
Debtor.  The first bankruptcy petition was dismissed on May 10,
2011 on the grounds that the Debtor failed to comply with an April
21, 2011 Order and the Debtor's failure to maintain adequate
insurance.  The case was subsequently closed on Oct. 11, 2011.

Costa Bonita Beach Resort filed a second bankruptcy petition
(Bankr. D.P.R. Case No. 12-00778) on Feb. 2, 2012, in Old San
Juan, Puerto Rico.  In the 2012 petition, the Debtor said assets
are worth $15.1 million with debt totaling $14.2 million,
including secured debt of $7.8 million.  The apartments are valued
at $9.6 million while a restaurant and some commercial spaces at
the resort are valued at $3.67 million.  The apartments serve as
collateral for the $7.8 million while the commercial property is
unencumbered.

Bankruptcy Judge Enrique S. Lamoutte presides over the 2012 case.
Charles Alfred Cuprill, Esq., serves as counsel in the 2012 case.
The petition was signed by Carlos Escribano Miro, president.


INSTITUTO MEDICO: Wilma Vasquez Hospital Owner in Chapter 11
------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the owner of the Wilma N. Vasquez hospital and
nursing home filed a petition for Chapter 11 protection.

According to the report, the hospital, located in Vega Baja,
Puerto Rico, has 130 beds. The nursing home has 20.

Court papers were inconsistent about the amount of claims and
debt, the report related.  One showed assets of $20.8 million and
debt totaling $19.2 million, including $10.7 million in secured
claims.

Instituto Medico del Norte, Inc., aka Centro Medico Wilma N.
Vazquez, aka Hospital Wilma N. Vazquez Skill Nursing Facility of
Centro Medico Wilma N. Vazquez, sought protection under Chapter 11
of the Bankruptcy Code on Oct. 30, 2013 (Case No. 13-08961, Bankr.
D.P.R.).  The case is assigned to Judge Mildred Caban Flores.

The Debtor is represented by Fausto David Godreau Zayas, Esq. --
dgodreau@LBRGlaw.com -- and Rafael A Gonzalez Valiente, Esq. --
rgonzalez@lbrglaw.com -- at LATIMER BIAGGI RACHID & GODREAU, in
San Juan, Puerto Rico.


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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


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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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