TCRLA_Public/140527.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

           Tuesday, May 27, 2014, Vol. 15, No. 103


                            Headlines



A R G E N T I N A

YPF SA: Repsol Plans $1.8 Billion Special Dividend After Payback


B R A Z I L

COMPANHIA DE SANEAMENTO: Fitch Affirms 'BB+' IDR; Outlook Negative
OGX PETROLEO: Unveils Terms of Updated Restructuring Plan
RB CAPITAL: Moody's Affirms Ba3 Global Scale Ratings on Certs.


C A Y M A N  I S L A N D S

BELMONT ASSET: Creditors' Proofs of Debt Due June 21
CHINA YYAH: Commences Liquidation Proceedings
CONOCOPHILLIPS EXPLORATION: Placed Under Voluntary Wind-Up
HARMONY STAR: Creditors' Proofs of Debt Due June 30
IBERLOAN 2000-2: Commences Liquidation Proceedings

MONEY MARKET: Commences Liquidation Proceedings
SAAR HOLDINGS: Commences Liquidation Proceedings
SH JASMINE I: Commences Liquidation Proceedings
THARAWAT CAPITAL: Creditors' Proofs of Debt Due June 18
WITHIN LTD: Creditors' Proofs of Debt Due June 11


C O L O M B I A

ISAGEN SA: Set for Drop as Zuluaga Leads Presidential Vote


J A M A I C A

DIGICEL GROUP: Fitch Affirms 'B' Issuer Default Rating
JAMAICA: Commercial Banks Lending Less to Private Sector


M E X I C O

BANCO SANTANDER: Fitch Affirms 'BB+' Rating on Subordinates Notes
BBVA BANCOMER: Fitch Affirms 'BB+' Rating on Jr. Sub. Notes
IXTAPALUCA: Moody's Affirms  B1 Local Currency Rating
QUALITAS CONTROLADORA: S&P Affirms 'BB' Rating; Outlook Stable


T R I N I D A D  &  T O B A G O

FIRST CITIZENS: Moody's Lowers BFSR to D+, Outlook Stable
TRINIDAD & TOBAGO: Central Bank to Pump US$200 Million Into System


X X X X X X X X X

Large Companies With Insolvent Balance Sheets


                            - - - - -


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


YPF SA: Repsol Plans $1.8 Billion Special Dividend After Payback
----------------------------------------------------------------
Rodrigo Orihuela at Bloomberg News reports that Repsol SA plans to
pay a EUR1.3 billion (US$1.8 billion) extraordinary dividend after
Argentina compensated it for nationalizing YPF SA.

The company will propose a EUR1 per share dividend at its next
board meeting, and terms won't be given until directors approve
the payout, the Madrid-based oil producer said in a statement,
according to Bloomberg News.  The company in recent years has
given investors the option of scrip dividends instead of all cash.

Bloomberg News notes that Repsol SA received and then sold about
$5 billion in bonds from Argentina this month in compensation for
the 2012 nationalization of a 51 percent stake of YPF SA.

It collected an additional $1.3 billion for the sale, also this
month, of the 12 percent it still held in the Argentine producer,
the report relates.

The $6.3 billion from YPF adds to the roughly $7.1 billion held in
cash and equivalents at the end of the first quarter, the report
notes.  Repsol has said it is seeking to use cash to buy assets,
Bloomberg adds.

YPF SA is an energy company, operating a fully integrated oil and
gas chain with leading market positions across the domestic
upstream and downstream segments.

                         *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 1, 2014, Fitch Ratings expects to assign a rating of 'B-
/RR4' to YPF S.A.'s (YPF) proposed senior unsecured debt issuance
for up to US$1 billion with a 10-year maturity and amortizations
in years eight (30%), nine (30%) and 10 (40%).


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


COMPANHIA DE SANEAMENTO: Fitch Affirms 'BB+' IDR; Outlook Negative
------------------------------------------------------------------
Fitch Ratings has affirmed Companhia de Saneamento Basico do
Estado de Sao Paulo's (Sabesp) foreign currency and local currency
Issuer Default Rating (IDR) at 'BB+' and its National long-term
rating at 'AA(bra)'.  The Rating Outlook has been revised to
Negative from Stable.  A full list of rating actions follows at
the end of this release.

Key Rating Drivers

The revision of the Rating Outlook reflects Sabesp's challenging
scenario which makes it uncertain that the company can report
credit metrics in line with the current ratings in 2014 and 2015.
Fitch estimates a relevant reduction in Sabesp's cash flow
generation at least in 2014 as a result of a severe rainfall
shortage coupled with the company's decision to postpone to
December 2014 the 5.4% tariff increase implementation as approved
by the regulator on the conclusion of tariff revision.  The tariff
increase has been authorized as in effect since May 1, 2014.  The
deteriorated financial profile should improve as soon as
hydrological conditions return to normal standards.

Sabesp faces a stressed operating environment given the prolonged
low levels of rainfall in the Sistema Cantareira reservoir region,
which is responsible for producing nearly one-third of the total
volume of water produced by the company and for the supply of its
main region of service.  Sabesp has taken measures to avoid water
rationing, which includes an incentive program to reduce water
consumption in the metropolitan region of Sao Paulo effective
until December 2014.  Under this scheme, the company is to grant a
30% tariff discount for clients that reduce by 20% the volume of
water consumed.

Sabesp's ratings are supported by its historical growing demand
for its services and predictable cash flow generation under a
regular hydrological environment.  The company benefits from high
EBITDA margins compared to its peer group, an extended debt
maturity profile and robust liquidity position, which should
partially mitigate the current operational concerns.  The ratings
incorporate the company's near monopolistic position in its
business area, as well as the economies of scale obtained as the
largest basic sanitation company in the Americas by number of
customers.

The analysis considered the risks associated with Sabesp's high
percentage of foreign currency debt on its balance sheet and the
still-new regulatory environment for the company.  Fitch also
factored in the political risk inherent with its control by the
State of Sao Paulo, with the potential for changes in management
and strategy after each election.  Cash flow generation can be
jeopardized due to political decisions.

Severe Drought Pressures Leverage

Fitch's current projections assume that Sabesp's net leverage
should grow to above 4x in 2014, which is high for its rating
category and compares unfavorably with the 2.4x achieved in the
last 12 months (LTM) ended March 2014.  The projected
deterioration in leverage is due to the estimated negative impact
on the company's operational cash flow caused by very low
rainfalls in Sabesp's main water reservoir area.  The company's
initiatives to decrease water consumption, which include a tariff
discount of 30% if a 20% reduction is reached, should lower
volumes billed and revenues.  The postponement of the tariff
increase in 2014 adds pressure on Sabesp's credit profile.
Sabesp's net leverage may recover to a level aligned with the
current ratings as soon as hydrologic conditions return to a
normal pattern and the company lifts its water reduction incentive
program.  Historically, the company has been efficient in
sustaining reduced financial leverage for its operating segment.
Fitch estimates that the company may breach few of its convenants,
which should be waived during the challenging operating scenario.
Sabesp is currently subject to leverage/EBITDA below 3.65x and
EBITDA margin above 38% covenants.

High and Predictable Cash Generation Weakened in 2014
Sabesp's decision to postpone the tariff increase implementation
up to December 2014 weakens its cash generation, particularly
under such a stressed operating scenario, and places further
pressure on its ratings.  The decision also highlights the
political influences the company is subject to given its majority
ownership by the state of Sao Paulo and considering 2014 is a
state government election year.  Fitch estimates the company's net
revenue decrease of around 16% (net of construction revenues)
during 2014, which should be partially mitigated by the tariff
adjustment of December 2013 (3.15%) and the volume growth of
around 2.5% out of the affected region.  Fitch also considered
Sabesp's EBITDA margin deterioration to 33% in 2014 versus the 44%
EBITDA margin during the last four years as average.

In recent years, Sabesp's operational cash generation has been
robust, supported by the consistent growth of its activities.
Excluding construction revenue, the company's net revenue of BRL9
billion during the LTM ended March 2014 grew 7% against LTM ended
March 2013, benefitting from tariff rebalancing of 2.35% in March
2013 and tariff adjustments of 3.15% in December 2013 and 5.15% in
September 2012.  The company has also reported a higher volume of
water and sewage billed of around 2.8%.  During the same period,
Sabesp reported EBITDA of BRL4.1 billion, with a 45% margin
(excluding the construction revenue), which is strong for the
industry and reflects the company's capacity to maintain its
operating efficiency.

Investments Pressure Free Cash Flow

Fitch believes that Sabesp should continue to report negative free
cash flow (FCF) in view of the high annual investments foreseen,
around BRL2 billion-BRL2.5 billion, mainly focused on the
expansion of sewage collection and treatment services.  Lower cash
flow from operations (CFFO) in 2014 should bring FCF to a more
negative result this year of around BRL800 million.  During the
LTM ended March 2014, Sabesp reported strong CFFO of BRL2.8
billion, which compares favorably to BRL2.3 billion in 2012.  The
FCF was negative at BRL57 million, pressured by these aggressive
investments, which amounted to BRL2.3 billion, coupled with the
dividend distribution of BRL499 million in the same period.

High Liquidity Mitigates Refinancing Risks

The maintenance of substantially more robust liquidity positions
since 2010 reduces Sabesp's debt refinancing risk and should
benefit the company within the current deteriorated operating
environment.  The company's proven access to debt markets and
manageable indebtedness maturity profile should also contribute to
its financial flexibility.  As of March 31, 2014, Sabesp's cash
and marketable securities position was sound at BRL2 billion.  The
BRL622 million in short-term debt resulted in a comfortable
coverage ratio by liquidity of 3.2x, 1.4x when including total
payments maturing until 2015.  In the same period, Sabesp's total
adjusted debt was BRL11.7 billion, with a significant portion
(BRL3.7 billion, or 31% of total debt) exposed to exchange rate
fluctuations.  The company does not carry any hedging instruments,
which could generate negative pressures on the company's credit
metrics and financial covenants in the event of a significant
devaluation of the Real.

Rating Sensitivities

The Negative Outlook could result in a downgrade if Sabesp's
challenging operating scenario persists for a longer time or the
company fails to return its credit metrics to previous levels,
with a net leverage remaining consistently above 4.0x.

A Rating upgrade is unlikely in the short term.  In the medium- to
long-term upgrades may result from lower operational cash
generation committed to investments or cash generation growth
above Fitch's expectations, combined with net leverage below 2.0x.
Lower FX debt exposure and reliance on frequent debt rollovers
should also benefit future assessments.

Fitch has taken the following rating actions.

--Local currency long-term Issuer Default Rating (IDR) affirmed at
'BB+';
--Foreign currency long-term IDR at affirmed at 'BB+';
--USD140 million notes affirmed at 'BB+';
--USD350 million notes affirmed at 'BB+';
--National long-term rating affirmed at 'AA(bra)'.

The Rating Outlook for the corporate rating has been revised to
Negative, from Stable.


OGX PETROLEO: Unveils Terms of Updated Restructuring Plan
---------------------------------------------------------
Luciana Magalhaes, writing for The Wall Street Journal, reported
that Oleo e Gas Participacoes SA, formerly known as OGX Petroleo e
Gas Participacoes SA, announced on May 23 changes to its
restructuring plan, placing in the spotlight a $1 billion put
option that the owner, former billionaire Eike Batista, never
repaid.

According to the report, Rio de Janeiro-based OGP, filed for
bankruptcy protection in October 2013. In December, creditors
accepted a restructuring plan that would have canceled the put
option, the report related.  But, in March, prosecutors, who are
investigating Mr. Batista for alleged financial crimes, objected
and claimed it wasn't up to the creditors to decide if Mr.
Batista's previous commitment should be canceled, the report
further related.

The oil firm submitted to Brazilian regulators a revised plan that
says creditors will abide by the ruling of an independent panel
that will decide on the legality of the canceled put option, the
report said.

Guillermo Parra-Bernal at Reuters said the company's revised plan
contained new rules under its restructuring plan for the remaining
portion of a debtor-in-possession loan and the put option that
would require controlling shareholder Eike Batista to inject $1
billion into the company.

In a document released over the weekend, the Rio de Janeiro-based
company, said creditors would have to approve an additional $90
million from a so-called DIP, debtor-in-possession, loan in two
portions, according to Reuters.

Reuters notes it also included a clause informing creditors of a
potential sale of Oleo e Gas's Colombia unit and changes to the
so-called "Eike-put" option from the original plan released in
February.

Under the new plan, the report discloses, creditors would have to
agree to honor a decision made between Mr. Batista and the company
over the validity of the put option and Mr. Batista's ability to
pay it.  The put option was questioned and investigated by
Brazilian prosecutors, Reuters relays.

Reuters notes the plan also changes terms of the DIP loan that
would consist of a three-portion bond sale entirely subscribed by
the creditors.  The company has already obtained a first portion
of $125 million in fresh financing, with the remaining $90 million
to be released in two portions after the passage of the
restructuring plan, the report says.

Almost two years ago, when the company was faced with growing
investor discontent over its performance, Mr. Batista promised to
invest $1 billion in the company if shares fell to a certain
level, the report discloses.  However, the report says that Mr.
Batista failed to fulfill his promise when the shares touched that
level.

Mr. Batista lost almost all of his estimated $30 billion fortune
last year after shares of the listed oil, shipbuilding, mining and
logistics companies of his Grupo EBX plunged, the report notes.  A
final decision on the put option will be based on reports from
independent legal advisors, the document showed, the report
discloses.  Efforts to find the name of the advisors were
unsuccessful.

The company owes about $5.1 billion to investors such as bond fund
Pacific Investment Management Co, suppliers such as oil services
company Schlumberger NV, and to its sister company, Batista's
shipbuilder OSX Brasil SA, the report relays.  OSX which gets
nearly all its revenue from Oleo e Gas, filed for bankruptcy on
Nov. 10.

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

                           About OGX

OGX filed for bankruptcy in a business tribunal in Rio de Janeiro
on Oct. 30, 2013, case number 0377620-56.2013.8.19.0001.  The
bankruptcy filing puts $3.6 billion of dollar bonds into default
in the largest corporate debt debacle on record in Latin America.
The filing by the oil company that transformed Eike Batista into
Brazil's richest man followed a 16-month decline that wiped out
more than $30 billion of his personal fortune.

The filing, which in Brazil is called a judicial recovery, follows
months of negotiations to restructure the dollar bonds, in which
OGX sought to convert debt to equity and secure as much as $500
million in new funds. OGX said Oct. 29 that the talks concluded
without an agreement. The company's cash fell to about $82 million
at the end of September, not enough to sustain operations further
than December.


RB CAPITAL: Moody's Affirms Ba3 Global Scale Ratings on Certs.
--------------------------------------------------------------
Moody's America Latina Ltda. affirmed the Ba3 (sf) (global scale,
local currency) ratings and downgraded to A3.br (sf) from A2.br
(sf) the Brazilian national scale ratings for the 39th Series of
certificates issued by RB Capital Securitizadora S.A. The
certificates are backed by payments under a purchase and sales
agreement of the Top Center shopping mall and guaranteed by
certain assets held in trust (Alienacao Fiduciaria) for the
benefit of the certificate investors.

The assets backing the certificates are two Brazilian regional
shopping mall properties: Top Center, in Sao Paulo, and Shopping
do Vale, in Cachoeirinha do Sul. Additionally, the certificates
benefit from a co-obligation of General Shopping Brasil S.A. (GSB)
on all the obligations under the purchase and sale agreement. At
issuance, the certificates had 120 monthly scheduled principal and
interest payments based on a fully amortizing loan schedule, with
currently 72 monthly payments remaining.

Ratings Rationale

Moody's downgraded the national scale ratings to A3.br (sf) from
A2.br (sf) to reflect the transaction's moderate dependence on
GSB. Moody's downgraded GSB's global scale, foreign currency
corporate family rating to B1 from Ba3 and its Brazilian national
scale rating to Baa2.br from A3.br on 09 May 2014.

The moderate dependency is related to GSB's bankruptcy or
insolvency, which would lead to an event of default of the
purchase and sale agreement and the consequent foreclosure of the
real estate assets backing the transaction. Moody's notes that a
foreclosure of the real estate assets does not translate into an
event of default under the certificates, because investors may
still receive payment of principal and interest by the expected
final maturity of the certificates by April 2020, with an
additional 12 months until legal maturity, to sell the real estate
assets if needed.

In addition, the transaction benefits from GSB's co-obligation on
all the obligations assumed by the buyer under the purchase and
sale agreement, including an obligation to maintain a 1.2x debt
service coverage ratio (DSCR). However, according to Moody's
projections, cash flows from the assets may not be sufficient to
keep the DSCR above 1.2x at all times during the remaining life of
the transaction. As a result, Moody's anticipates that GSB will
have to replenish cash flows to meet the 1.2x DSCR in the future,
increasing the transaction's reliance on GSB.

Moody's notes that the transaction benefits from full recourse to
the properties held in trust, with an updated aggregate loan-to-
value (LTV) of 78% considering Moody's stressed value for the two
properties, which is in line with Moody's expectations.

According to Moody's, performance of the underlying cash flows
backing the transaction has been according to expectations. As of
March 2014, the certificate's balance stood at BRL 59.9 million,
having amortized from the original balance of BRL 62.3 million and
the DSCR 6-month rolling average stood at 1.4x, above the 1.2x
trigger.

Stress Scenarios:

Moody's assumed a stress scenario of higher vacancy rates and
lower revenue growth rates when determining the Moody's stressed
value LTV on the two properties.

Factors that would lead to an upgrade or downgrade of the rating:

Factors that would lead to a downgrade would be the deterioration
of the collateral performance or further downgrades of GSB's
corporate family rating.

Rating Methodology

The principal methodology used in this rating was "Moody's
Approach to Rating CMBS Large Loan/Single Borrower Transactions,"
published in July 2000.


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


BELMONT ASSET: Creditors' Proofs of Debt Due June 21
----------------------------------------------------
The creditors of Belmont Asset Based Lending Ltd are required to
file their proofs of debt by June 21, 2014, to be included in the
company's dividend distribution.

The company's liquidator is:

          Stuart Sybersma
          c/o Olivier Peter
          Deloitte & Touche
          P.O. Box 1787 Grand Cayman KY1-1109
          Cayman Islands
          Telephone: (345) 814 3376
          Facsimile: (345) 949 8258


CHINA YYAH: Commences Liquidation Proceedings
---------------------------------------------
On May 5, 2014, the sole shareholder of China Yyah Ltd. resolved
to voluntarily liquidate the company's business.

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

The company's liquidator is:

          Hongdong Wang
          c/o Hongdong Wang
          Telephone: +8 (621) 6269 3000
          Facsimile: +8 (621) 6384 7105
          Villa 2, No. 1350 Middle Huahai Road
          Xuhui District, Shanghai
          China 200031


CONOCOPHILLIPS EXPLORATION: Placed Under Voluntary Wind-Up
----------------------------------------------------------
On April 4, 2014, the shareholders of Conocophillips Exploration
Kazakhstan Ltd. 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:

          Trident Liquidators (Cayman) Ltd
          c/o Eva Moore
          Telephone: (345) 949 0880
          Facsimile: (345) 949 0881
          One Capital Place, 4th Floor
          P.O. Box 847, George Town
          Grand Cayman KY1-1103
          Cayman Islands


HARMONY STAR: Creditors' Proofs of Debt Due June 30
---------------------------------------------------
The creditors of Harmony Star Holdings (Cayman) Ltd. are required
to file their proofs of debt by June 30, 2014, to be included in
the company's dividend distribution.

The company commenced liquidation proceedings on April 29, 2014.

The company's liquidator is:

          Lion International Management Limited
          Craigmuir Chambers
          P.O. Box 71, Road Town
          Tortola, British Virgin Islands
          c/o Mr. Philip C Pedro
          HSBC International Trustee Limited
          Compass Point
          Bermudiana Road
          Hamilton HM 11
          Bermuda
          Telephone: (441) 299-6482
          Facsimile: (441) 299-6526


IBERLOAN 2000-2: Commences Liquidation Proceedings
--------------------------------------------------
At an extraordinary meeting held on May 9, 2014, the members of
Iberloan 2000-2 Limited resolved to voluntarily liquidate the
company's business.

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

The company's liquidator is:

          David Dyer
          Deutsche Bank (Cayman) Limited
          P.O. Box 1984, Boundary Hall
          Cricket Square, 171 Elgin Avenue
          Grand Cayman KY1-1104
          Cayman Islands


MONEY MARKET: Commences Liquidation Proceedings
-----------------------------------------------
On May 1, 2014, the sole shareholder of Money Market Plus Fund
Ltd. resolved to voluntarily liquidate the company's business.

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

The company's liquidator is:

          Ghassan Hitti
          c/o Alan de Saram
          Telephone: 949 4544
          Facsimile: 949 8460
          CARD Corporate Services Ltd.
          Zephyr House, 122 Mary Street
          P.O. Box 709, George Town
          Grand Cayman
          Cayman Islands


SAAR HOLDINGS: Commences Liquidation Proceedings
------------------------------------------------
At an extraordinary meeting held on May 9, 2014, the members of
Saar Holdings CDO, Limited resolved to voluntarily liquidate the
company's business.

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

The company's liquidator is:

          David Dyer
          Deutsche Bank (Cayman) Limited
          P.O. Box 1984, Boundary Hall
          Cricket Square, 171 Elgin Avenue
          Grand Cayman KY1-1104
          Cayman Islands


SH JASMINE I: Commences Liquidation Proceedings
-----------------------------------------------
On May 7, 2014, the sole shareholder of SH Jasmine I Limited
resolved to voluntarily liquidate the company's business.

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

The company's liquidator is:

          Hongdong Wang
          c/o Hongdong Wang
          Telephone: +8 (621) 6269 3000
          Facsimile: +8 (621) 6384 7105
          e-mail: hwang@pacificesplande.com
          Villa 2, No. 1350 Middle Huahai Road
          Xuhui District, Shanghai
          China 200031


THARAWAT CAPITAL: Creditors' Proofs of Debt Due June 18
-------------------------------------------------------
The creditors of Tharawat Capital are required to file their
proofs of debt by June 18, 2014, to be included in the company's
dividend distribution.

The company commenced liquidation proceedings on April 25, 2014.

The company's liquidator is:

          Lawson
          PO Box 493 Grand Cayman KY1-1106
          Cayman Islands
          c/o James Macfee
          Telephone: +1 (345) 914-4465/ +1 (345) 949-4800
          Facsimile: +1 (345) 949-7164
          Century Yard, Level 2, Cricket Square
          Grand Cayman KY1-1106
          Cayman Islands


WITHIN LTD: Creditors' Proofs of Debt Due June 11
-------------------------------------------------
The creditors of Within Ltd. are required to file their proofs of
debt by June 11, 2014, to be included in the company's dividend
distribution.

The company commenced liquidation proceedings on April 17, 2014.

The company's liquidator is:

          Westport Services Ltd.
          c/o Evania Ebanks
          Telephone: (345) 949 5122
          Facsimile: (345) 949 7920
          P.O. Box 1111 Grand Cayman KY1-1102
          Cayman Islands


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


ISAGEN SA: Set for Drop as Zuluaga Leads Presidential Vote
----------------------------------------------------------
Andrea Jaramillo at Bloomberg News reports that Isagen SA may fall
in Bogota trading after Oscar Ivan Zuluaga, who opposes the sale
of the government's stake in the power company, led the first
round of Colombia's presidential vote, according to Bancolombia
SA.

Mr. Zuluaga, an ally of former President Alvaro Uribe, won 29.3
percent of the votes with 99.9 percent of polling stations
reporting.  Mr. Santos, 62, had 25.7 percent.  The two candidates
are set for a runoff June 15.

"There is downside risk to the stock," Rupert Stebbings, managing
director of equities and research at Bancolombia, told Bloomberg
in a phone interview.  "There are a lot of balls up in the air.
Such uncertainty may well have investors thinking twice about
Isagen," the report quoted Mr. Stebbings as saying.

Mr. Santos, Bloomberg News notes, has said the sale of Isagen
would be used to help finance Colombia's COP47 trillion (US$25
billion) road construction program known as Fourth Generation, or
4G.  A Colombian court last year rejected Uribe's attempt to block
the sale.

Isagen on May 22 rallied the most since 2009 after a court cleared
the way for the government to sell its stake, Bloomberg News
discloses.  The Santos administration has said COP5 trillion
(US$2.6 billion) is the minimum price it will accept for its 57.6
percent stake in the operator of the nation's largest hydropower
plant.

Empresa de Energia de Bogota will no longer bid for Isagen after
Colombia's antitrust regulator, known as SIC, conditioned its
purchase of Isagen, RCN TV said May 23 without saying where it
obtained the information, Bloomberg News adds.

Isagen SA is the operator of Colombia's largest hydropower plant.

                           *     *     *

As reported in the Troubled Company Reporter-Latin America on
April 4, 2013, Fitch Ratings has upgraded Isagen S.A. ESP's
Foreign and Local Currency Issuer Default Ratings (IDRs) to 'BBB-'
from 'BB+'.  The Rating Outlook has been revised to stable from
positive.


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


DIGICEL GROUP: Fitch Affirms 'B' Issuer Default Rating
------------------------------------------------------
Fitch Ratings has affirmed the ratings of Digicel Group Limited
(DGL) and its subsidiaries Digicel Limited (DL) and Digicel
International Finance Limited (DIFL), collectively referred as
'Digicel' as follows.

DGL
--Long-term Issuer Default Rating (IDR) at 'B' with a Stable
Outlook;
--USD 2 billion 8.25% senior subordinated notes due 2020 at 'B-
/RR5';
--USD 1 billion 7.125% senior unsecured notes due 2022 at 'B-
/RR5'.

DL
--Long-term IDR at 'B' with a Stable Outlook;
--USD 800 million 8.25% senior notes due 2017 at 'B/RR4';
--USD 250 million 7% senior notes due 2020 at 'B/RR4';
--USD 1.3 billion 6% senior notes due 2021 at 'B/RR4'.

DIFL
--Long-term IDR at 'B' with a Stable Outlook;
--Senior secured credit facility at 'B+/RR3'.

Key Rating Drivers

DGL's ratings reflect its solid performance and cash from
operations (CFO) generation, geographic diversification with a
leading market position, strong brand recognition, as well as
Fitch's expectation for stable credit metrics over the medium
term.  The ratings are tempered by its aggressive shareholder
distribution, high leverage and the exposure of its operations to
low rated countries.

Under Fitch's approach to rating entities within a corporate group
structure, the IDRs of DGL, DL and (DIFL) are the same and viewed
on a consolidated basis as they have a weaker parent and the
degree of linkage between parent and subsidiaries is considered
strong.  For issue ratings, Fitch rates debt at DIFL one notch
higher than its parent DL reflecting its above-average recovery
prospects.  DL's ratings reflect the increased burden the DGL
subordinated notes place on the operating assets and the loss of
financial flexibility.  The ratings of DGL incorporate their
subordination to debt at DIFL and DL, as well as the subordinated
notes' below average recovery prospects in the event of default.

Stable Operating Trends:

DGL has generated stable operating results in the first nine
months of fiscal year 2014 (FY2014), ending on March 31, 2014, and
Fitch expects this trend to continue over the medium term.  The
company's constant-currency-based revenue posted modest growth of
3% with its EBITDA margin improving to 45% from 44% during the
past year.  This was mainly driven by increasing data revenue
supporting ARPU, a decline in churn rates, as well as strong
growth in Papua New Guinea (PNG), Trinidad & Tobago, and French
West Indies.  Stable subscriber number growth continued, with the
total subscriber base reaching 13.4 million at the end of 2013
from 12.8 million a year ago.  Although the revenue growth in the
reported USD currency is likely to remain weak due to the local
currency depreciation in some of its markets, the operational
impact should not be material given the close revenue-cost
currency match.

Positive Revenue Diversification:

Ongoing revenue diversification away from the traditional mobile
voice is positive.  The revenue and EBITDA contribution from data-
based value-added services (VAS) will continue to steadily
increase over the medium term, mitigating negative pressures on
the voice segment, which has suffered from a high level of
competition and the reduced mobile termination rates in some
markets.  For the quarter ended Dec. 31, 2013, VAS accounted for
26% of service revenues, improving from 23% a year ago.
Increasing smartphone penetration, which rose to 20% at the end of
2013 from 13% a year ago, should continue to support this trend.
The company has made several acquisitions in the submarine fiber
network and cable operations to cope with the data capacity
increase to reinforce this strategy.

Digicel's ICT business (Information and Communications Technology,
mainly business solutions and data management for corporate
customers) also grew strongly by 23% to USD21 million during the
quarter ended Dec. 31, 2013 from the previous quarter.  Revenue
contribution is yet to be significant as it represented only 3% of
the consolidated revenue in the quarter, but this segment is
likely to become a meaningful cash generator over the long term as
the demand outlook is solid.

Strong Growth in Papua New Guinea:

PNG continues to grow strongly, offsetting weak growth in other
major countries of operation, such as Jamaica and Haiti.  In the
third quarter ended Dec. 31, 2013, the local-currency-based
revenue in PNG grew by 11% on a year-on-year basis, mainly
supported by 49% increase in non-SMS data revenue.  In addition,
Fitch forecasts a steady expansion of the subscriber base in the
country, which grew by 7% compared to Dec. 31, 2012, as
penetration rates are still low at only 41%.  In the first nine
months of FY2014, PNG accounted for 17.7% of the total group
revenue, based on USD, which was the second largest behind Haiti
(18.9%).

Negative FCF in FY2014 and FY2015:

Fitch forecasts Digicel to generate negative free cash flow (FCF)
in FY2014 and FY2015 due to high capex and dividends, despite
stable performance.  In those two years, annual capex is expected
to increase to between USD470 million and USD500 million, from
USD360 million in FY2013, due to network expansion, including a
new tower project in Myanmar.  In addition, the company paid a
special dividend of USD650 million in February 2014.  However,
Fitch believes that FCF generation could turn positive from FY2016
as expansionary capex falls in the absence of any sizable special
dividend.  The capex-to-revenue ratio is expected to trend towards
10% with a stable annual dividend policy of USD40 million in the
next few years.

Leverage to Remain Stable:

Fitch expects the company's financial leverage to remain stable
over the medium term given its high cash balance.  Despite
forecasted negative FCF and some pending investments, its cash
balance of USD1.5 billion at Dec. 31, 2013 (pro forma USD850
million after special dividend of USD650 million paid in February
2014) should comfortably cover any shortfall from CFO without any
significant need for external financing.  Therefore, Fitch does
not foresee any material increase in the company's gross debt
level, which was USD6.1 billion at Dec. 31, 2013.  Fitch's base
case scenario indicates debt-to-EBITDAR ratio to remain at around
5x over the medium term, in line with the current rating level.

Improved Debt Maturities Profile:

Digicel has successfully extended the debt maturities with its
recent issuance of USD1 billion notes due 2022 of which the
proceeds were mostly used to redeem USD775 million note that was
originally due 2018.  The company has a sound liquidity profile as
it does not face any significant maturity until 2017 when USD800
million notes become due.

Rating Sensitivities

A negative rating action could be considered if consolidated
leverage at DGL approaches 6.0x.  While refinancing risk was
reduced with the recent note issuances, inability to refinance in
advance of the sizeable bullet maturities in the medium- to
longer-term could pressure credit quality.

Conversely, a positive rating action could be considered in case
of a sustained reduction in consolidated gross leverage to 4.0x or
below, and an increase in FCF generation.


JAMAICA: Commercial Banks Lending Less to Private Sector
--------------------------------------------------------
RJR News reports that for the March quarter, the stock of private
sector credit increased by 0.5% which was below the 5.3% growth
recorded in the corresponding quarter of 2013 and the average 2.4%
expansion for the March quarters of the last five years.

Total loans and advances grew by just over $3 billion, the lowest
rate of increase since the March 2011 quarter, according to RJR
News.  According to the Central Bank, notes the report, the
performance for the March 2014 quarter reflected an increase of
1.5 % in local currency denominated loans, which was partially
offset by a decline of 3.5% in foreign currency denominated loans.

Growth in total loans and advances largely decelerated in the
context of continued weak domestic demand as well as the
depreciation in the Jamaican dollar particularly against the US
dollar, RJR News relates.

                    Reduction in Loan Arrears

And the Bank of Jamaica is reporting that at the end of March
commercial banks saw a reduction in the number of private sector
loans in arrears, RJR News discloses.  The ratio of non-performing
loans declined to 5.2% from 5.6% and 6.9% at the end December last
and March 2013, respectively, RJR News says.

The decline was mainly attributable to repayment of non-performing
business loans by one sector and, to a lesser extent, loan write-
offs by commercial banks, RJR News relays.


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


BANCO SANTANDER: Fitch Affirms 'BB+' Rating on Subordinates Notes
-----------------------------------------------------------------
Fitch Ratings has today affirmed Banco Santander (Mexico) (SAN
Mexico)'s Viability Rating (VR) at 'bbb+', its long term foreign-
and local-currency Issuer Default Ratings (IDRs) at 'BBB+'; and
its short-term foreign- and local-currency rating at 'F2'.  The
long- and short-term National scale ratings of SAN Mexico and its
subsidiary Santander Vivienda, as well as the non-bank subsidiary
of Grupo Financiero Santander Mexico (GFSM), Casa de Bolsa
Santander, S.A de C.V., Grupo Financiero Santander Mexico
(CBSantander), were affirmed at 'AAA(mex)' and 'F1+(mex)',
respectively.

SAN Mexico's Support Rating was affirmed at '2' and Support Rating
Floor at 'BBB-'.  The bank's global issuance of subordinated
securities was affirmed at 'BB+'.  See the full list of rating
actions at the end of this rating action commentary.

SAN Mexico

KEY RATING DRIVERS

SAN Mexico's VR, IDRs and National scale ratings do not reflect
any extraordinary support from its parent, although it is viewed
as a strategically important entity for Banco Santander (SAN,
rated 'BBB+' by Fitch with a Stable Outlook).  On April 28, 2014,
Fitch announced that the agency sees rating upside potential for
some Spanish banks (including SAN) following its recent upgrade of
Spain's sovereign rating by one notch.  The agency expects to
review the credit fundamentals and ratings of Spanish banks that
may benefit most from the improved sovereign dynamics in the near
future.  As part of its assessment Fitch will also review the
banks' rating sensitivities, including with respect to the
sovereign rating.

SAN Mexico's ratings consider its well-positioned and robust
franchise in the Mexican banking system, as the third largest bank
by total assets and deposits as of March 2014; the bank's ability
to prevent abrupt increase of operating costs, maintaining a solid
efficiency and an adequate operating profitability, as well as its
stable funding and liquidity profile, through an increasing
customer deposit base.

In addition, the bank's recently deteriorated asset quality
metrics (the result of higher non-performing loans (NPLs) and
increased loan provisions, mainly as a result of its exposure to
local home developers); and its sound loss absorption capacity,
through a robust Fitch core capital ratio, are also considered in
SAN Mexico's ratings.  The Stable Outlook is in line with the
above factors.

SAN Mexico's Support Rating and Support Rating Floor were affirmed
at '2' and 'BBB-', respectively, driven by the bank's systemic
importance and its role as the one of the largest banks in the
Mexican banking system.  Fitch's Support Rating Floors indicate a
level below which the agency will not lower the bank's Long-term
IDRs as long as the assessment of the support factors does not
change.

The bank's issuance of global subordinated hybrids is rated three
notches below the applicable anchor rating, San Mexico's VR.  The
ratings are driven by Fitch's approach to factoring certain
degrees of subordination.  The notching for non-performance risk
(-2) is typical for hybrids issued by Mexican banks, since Fitch
considers that the triggers for coupon deferrals or cancellations
are relatively high, according to applicable local regulations;
and the notching for loss severity (-1) reflects that these
securities are plain-vanilla subordinated debt (subordinated
preferred, under the local terminology).

RATING SENSITIVITIES

SAN Mexico's VR and IDRs could benefit from further improvements
in the bank's competitive position and revenue diversification, as
well as a recovery in its asset quality metrics and an enhanced
funding profile through a steady increase in its core customer
deposit base.  The bank's ratings could be downgraded by further
deterioration of its non-performing loan (NPL) ratio to levels
closer to or above 4% and a deterioration of its adequate and
stable profitability, for example, an Operating ROA consistently
below 1.7%.

The bank's IDRs could be positively affected by an upgrade of its
VR.  Alternatively, these ratings could also benefit from a multi-
notch upgrade of its parent company, given that the entity is
considered strategically important for SAN.

A potential upgrade or downgrade of San Mexico's Support Rating
and Support Rating Floor would be driven by a change in Mexico's
sovereign rating and/or a change in the expected propensity of
support from the Mexican government; both factors unlikely at
present.

The bank's subordinated debt ratings will likely mirror any change
in the bank's VR, as these are expected to maintain the same
relevance to SAN Mexico's credit rating.

CBSantander and Santander Vivienda

KEY RATING DRIVERS

The ratings of CBSantander and Santander Vivienda are driven by
Fitch's view that these entities remain core for GFSM's strategy,
its business model and future prospects.  The ratings also
consider the legal obligation of GFSM to support its subsidiaries,
although Fitch recalls that Santander Vivienda is expecting to be
incorporated into the agreement of responsibilities in the third
trimester of 2014.  The credit profile of GFSM is associated with
that of its main subsidiary, SAN Mexico.

RATING SENSITIVITIES

Any potential changes of CBSantander and Santander Vivienda's
ratings will be driven by any changes in SAN Mexico's ratings or
in the legal framework that could alter the propensity of the
group to support them, an unlikely scenario at present.  A
modification on each entity's strategic importance to the group
could also, lead to changes of its ratings.

Fitch affirms the following ratings:

Banco Santander (Mexico), S.A.:
--Long-term foreign and local currency IDRs at 'BBB+';
--Short-term foreign and local currency IDRs at 'F2';
--Viability rating at 'bbb+';
--Support rating at '2';
--Support rating floor at 'BBB-';
--National-scale long-term rating at 'AAA(mex)';
--National-scale short-term rating at 'F1+(mex)';
--Long-term Basel III compliant subordinated notes at 'BB+';
--Long-term senior unsecured global notes at 'BBB+';
--National-scale long-term rating for local senior unsecured debt
issues at 'AAA(mex)'.
Casa de Bolsa Santander, S.A. de C.V.:
--National-scale long-term rating at 'AAA(mex)';
--National-scale short-term rating at 'F1+(mex)'.
Santander Vivienda, S.A. de C.V.:
--National-scale long-term rating at 'AAA(mex)';
--National-scale short-term rating affirmed at 'F1+(mex)';
--National-scale long-term rating for local senior unsecured debt
issues at 'AAA(mex)'.

The Outlook for the long-term ratings is Stable.


BBVA BANCOMER: Fitch Affirms 'BB+' Rating on Jr. Sub. Notes
-----------------------------------------------------------
Fitch Ratings has affirmed BBVA Bancomer's Viability rating (VR)
at 'a-', its long term foreign- and local-currency Issuer Default
Ratings (IDRs) at 'A-'; and its short term foreign- and local-
currency IDRs at 'F1'.  The long- and short-term National scale
ratings for BBVA Bancomer and those of its affiliates Casa de
Bolsa BBVA Bancomer, S.A de C.V., Grupo Financiero BBVA Bancomer
(CBBB) and Facileasing, S.A. de C.V. (Facileasing); were affirmed
at 'AAA(mex)' and 'F1+(mex)', respectively.  Fitch revised the
Rating Outlook of BBVA Bancomer's long-term IDRs to Positive from
Stable.

BBVA Bancomer's Support Rating was affirmed at '2' and its Support
Rating Floor at 'BBB-'.  The bank's global issuance of junior
subordinated debt was affirmed at 'BB+' and its foreign and local
issuances of subordinated debt at 'BBB-' and 'AA-(mex)',
respectively.  See the full list of rating actions at the end of
this rating action commentary.

BBVA Bancomer

KEY RATING DRIVERS

BBVA Bancomer's VR, IDRs and National scale ratings do not factor
in any extraordinary support from its parent, despite being
considered by Fitch a core subsidiary of its holding company,
Banco Bilbao Vizcaya Argentaria (BBVA, rated 'BBB+' by Fitch with
a Stable Outlook).  On April 28, 2014, Fitch stated that the
agency sees rating upside potential for some Spanish banks
(including BBVA) following its recent upgrade of Spain's sovereign
rating by one notch.  The agency expects to review the credit
fundamentals and ratings of Spanish banks that may benefit most
from the improved sovereign dynamics in the near future.  As part
of its assessment Fitch will also review the banks' rating
sensitivities, including with respect to the sovereign rating.

BBVA Bancomer's ratings are driven by its leading franchise in the
Mexican banking system, ranking first by total assets, customer
deposits and loan portfolio; its ample and steady customer base,
as well as its historically solid and relatively higher
profitability metrics.  The bank's reasonable asset quality
metrics and capital base are also considered; however, both
compare unfavourably against BBVA Bancomer's main competitor.

The Positive Outlook reflects the gradual improvements in core
capital metrics, which Fitch believes will continue, coupled with
the structural strengths of the bank, and its moderately improved
asset quality, with a gradually decreasing impairment ratio.
BBVA Bancomer's Support Rating and Support Rating Floor were
affirmed at '2' and 'BBB-', respectively, given the bank's
systemic importance and its role as the largest Mexican bank.
Fitch's support rating floors indicate a level below which the
agency will not lower the bank's Long term IDRs as long as the
assessment of the support factors does not change.

The bank's global junior subordinated debt is rated four notches
below the anchor rating, BBVA Bancomer's VR, while the foreign and
national subordinated debt is rated three notches below its VR and
National long-term rating, respectively.  The ratings are driven
by Fitch's approach of factoring in the loss severity in view of
the respective degrees of subordination (-1 for the plain
subordinated notes and -2 for the junior subordinated notes), plus
the effect of non-performance risk (-2 notches in both types of
securities).

RATING SENSITIVITIES

BBVA Bancomer's VR could be upgraded if the bank sustains and
consolidates the recent improvements in capital adequacy (Fitch
core capital ratio above 12% and/or tangible common equity ratio
above 10%), while maintaining the gradual recovery of asset
quality (impairments below 3% of total loans) and maintaining
other credit strengths.  In turn, the Outlook on BBVA Bancomer's
ratings could be revised to Stable if the recent improvements in
capital and asset quality metrics are not sustained according to
Fitch's expectations stated above.

The bank's IDRs could be positively affected by an upgrade of its
VR.  Alternatively, these ratings could also benefit from a multi-
notch upgrade of its parent company, given that the entity is
considered core for BBVA.

A potential upgrade or downgrade of BBVA Bancomer's Support Rating
and Support Rating Floor will be driven by a change in Mexico's
sovereign rating and/or a change in the expected propensity of
support from the Mexican government; both factors with a low
probability of occurrence at present.

The bank's subordinated debt ratings will likely mirror any change
in its VR, as these issue ratings are expected to maintain the
same relativity to BBVA Bancomer's intrinsic profile.

GFBB's Subsidiaries

The ratings of CBBB and Facileasing reflect the legal obligation
of GFBB to support its subsidiaries, as well as Fitch's view that
these entities remain core for the group's strategy and overall
business profile.  The credit profile of GFBB is associated with
that of its main subsidiary, BBVA Bancomer.  Although
Facileasing's ultimate parent is BBVA, Fitch recognizes that this
entity is core for GFBB's business profile and local franchise.

RATING SENSITIVITIES

A downgrade of GFBB's non-banking subsidiaries will be driven by
any potential changes in BBVA Bancomer's ratings or in the legal
framework that could alter the propensity of the group to support
them, an unlikely scenario at present; and/or by a change in each
entity's strategic importance to the group.

Fitch affirms the following ratings:

BBVA Bancomer, S.A.:
--Long-term foreign and local currency IDRs at 'A-', Outlook
revised to Positive from Stable;
--Short-term foreign and local currency IDRs at 'F1';
--Viability rating at 'a-';
--Support rating at '2';
--Support rating floor at 'BBB-';
--National-scale long-term rating at 'AAA(mex)', Outlook Stable;
--National-scale short-term rating at 'F1+(mex)';
--Long-term 'plain vanilla' subordinated notes at 'BBB-';
--Long-term junior subordinated notes at 'BB+';
--Long-term senior unsecured global notes at 'A-';
--National-scale long-term rating for local subordinated debt
issues at 'AA-(mex)';
--National-scale long-term rating for local senior unsecured debt
issues at 'AAA(mex)';
--National-scale long-term rating for local issues of market
linked securities at 'AAAemr (mex)'.
Casa de Bolsa BBVA Bancomer, S.A. de C.V.:
--National-scale long-term rating at 'AAA(mex)', Outlook Stable;
--National-scale short-term rating at 'F1+(mex)'.

Facileasing, S.A. de C.V.:
--National-scale long-term rating at 'AAA(mex)', Outlook Stable;
--National-scale short-term rating affirmed at 'F1+(mex)';
--National-scale long-term rating for local senior unsecured debt
issues at 'AAA(mex)';
--National-scale short-term rating for local senior unsecured debt
issues at 'F1+(mex)'.


IXTAPALUCA: Moody's Affirms  B1 Local Currency Rating
-----------------------------------------------------
Moody's de Mexico affirmed the issuer ratings of Baa3.mx (Mexico
National Scale) and B1 (Global Scale, local currency) of the
Municipality of Ixtapaluca and changed the outlook to stable from
negative.

Rationale For Affirmation

The rating affirmation is based on Ixtapaluca's prudent budgetary
policy, improving operating and financing results, and declining
debt levels. The ratings also take into account a historically
negative liquidity position, albeit recently improved.

Ixtapaluca significantly improved its gross operating balance in
2013 to 6.3% of operating revenues, from a deficit of -7.2% in
2012, largely thanks to tighter expenditure controls. Positive
margins and reduced capital expenditures led to a budgetary
surplus of 2.4% in terms of total revenues in 2013, against a
deficit of -11.6% in 2012.

Given the reduction of cash financing requirements, debt levels
decreased to 26.1% of operating revenue in 2013, from 38.8% in
2012. Ixtapaluca's debt levels are below the median for Mexican B
rated municipalities.

Liquidity, measured as net working capital (current assets less
current liabilities) to total expenditures, has shown notable
improvement, reaching 42.1% during 2013, up from -8.9% in 2012,
whereas cash to current liabilities was equal to 2.8% of total
expenditures in 2013. However, it will continue to be a challenge
for the municipality to maintain healthy levels of liquidity, and
levels could deteriorate if control measures are stopped.

The change of outlook to stable reflects Moody's view on
Ixtapaluca's capacity to preserve balanced operating margins,
gradually reduce debt levels and maintain adequate liquidity
levels.

What Could Change the Rating -- Up/Down

The ratings could face upward pressure, if Ixtapaluca's measures
to rebalance its financial performance lead to continuously
positive liquidity levels and a steady reduction of debt levels,

The ratings could face downward pressure in case of significant
increase in the debt levels, and deterioration of liquidity
position.

Outlook Actions:

Issuer: Ixtapaluca, Municipality of

Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Ixtapaluca, Municipality of

Issuer Rating, Affirmed B1

Issuer Rating, Affirmed Baa3.mx

No action was taken on the following debt:

MXN 120 million enhanced loan with Banorte, rated Ba2

MXN 120 million enhanced loan with Banorte, rated A2.mx

The methodology used in this rating was Regional and Local
Governments published on January 2013.

The period of time covered in the financial information used to
determine the rating is between 1 January 2009 and 31 December
2013.


QUALITAS CONTROLADORA: S&P Affirms 'BB' Rating; Outlook Stable
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' long-term
counterparty credit rating (ICR) on Qualitas Controladora S.A.B.
de C.V. (QualCon).  The outlook is stable.

"Our ratings on QualCon follow our group rating methodology and
standard notching for non-U.S., non-operating holding companies.
As a result, the ICR on QualCon is two notches below the rating on
its core operating company, considering the insurance group has no
banking or material non-regulated businesses," said Standard &
Poor's credit analyst Jose Perez Gorozpe.  The ICR on QualCon
reflects the group credit profile (GCP) and the number of notches
that differentiate the NOHC from the operating entities.  The
rating differential incorporates the ongoing subordination of
QualCon's creditors to those of the policyholders of Qualitas
Compania de Seguros, S.A.B. de C.V. y Subsidiarias (Qualitas;
mxAA/Stable/mxA-1+). Qualcon's GCP is based on S&P's ratings on
Qualitas.

The ratings on Qualitas reflect S&P's view of its "satisfactory"
business risk profile and "lower adequate" financial risk profile,
based on "adequate" competitive position, and "upper adequate"
capital and earnings.

S&P could downgrade Qualitas and therefore QualCon if:

   -- The company's capital does not recover in line with S&P's
      expectations or if Qualitas implements an aggressive
      dividend policy which hampers improvements in
      capitalization;

   -- There is a significant contraction in the auto insurance
      business, which affects its financial or operating
      performance; or

   -- QualCon implements aggressive expansion plans, and,
      therefore, increases its debt, with double leverage
      (investment in subsidiaries/equity) levels above 120%.

S&P could consider an upgrade over the next two years if the
company improves its capitalization levels, with minimal guarantee
capital coverage at 1.5x and in line with S&P's 'BBB' benchmark.


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


FIRST CITIZENS: Moody's Lowers BFSR to D+, Outlook Stable
---------------------------------------------------------
Moody's Investors Service has downgraded First Citizens Bank
Limited (FCBL) standalone bank financial strength rating (BFSR) to
D+ from C-, lowering the baseline credit assessment (BCA) to baa3
from baa1. The outlook has been revised to stable from negative.

At the same time, the bank's long- and short-term local currency
deposit ratings were also downgraded to Baa1/Prime-2 from
A2/Prime-1, with the outlook changed to stable from negative. The
long- and short-term foreign currency deposit ratings of
Baa1/Prime-2 were affirmed with a stable outlook.

Moody's also downgraded First Citizens (St. Lucia) Limited's
foreign currency senior debt rating to Baa1 from A2, and changed
the outlook to stable from negative, as it is mapped directly from
the bank's local currency deposit rating.

The following ratings were downgraded, with the outlook changed to
stable from negative:

First Citizens Bank Limited:

Standalone Bank Financial Strength Rating: to D+ from C-

Long and short term local currency deposit ratings: to Baa1 /
Prime-2 from A2 / Prime-1

First Citizens (St. Lucia) Limited:

Long term foreign currency senior debt rating: to Baa1 from A2

The following ratings were affirmed with a stable outlook:

First Citizens Bank Limited:

Long and short term foreign currency deposit ratings: Baa1 and
Prime-2.

Ratings Rationale

Moody's said that the downgrade of FCBL's standalone BFSR to D+
from C- reflects corporate governance concerns evidenced by the
non-renewal of the mandates of the former Chairwoman of the Board
and three other Directors during the Annual Meeting of
Shareholders held on May 12, 2014.

While the government maintains that there is no evidence of
wrongdoing on the part of any members of the Board during FCBL's
initial public offering (IPO) completed last September, in Moody's
view, the non-renewal reflects concerns the government has
regarding the actions of the former chief risk officer (CRO)
during the IPO process and the effect these actions may have on
public confidence in the bank's governance and oversight; Moody's
is concerned about the impact this diminished confidence may have,
in turn, on the bank's franchise. Because the government divested
a relatively limited portion of its interest in the bank through
the IPO, it remains the majority shareholder, with a total stake
of just above 80% of outstanding shares.

The CRO exploited a loophole in the offering rules to buy a very
large number of shares contrary to the government's aims of a
broad distribution of shares to the public, benefiting from an
undersubscribed bucket for employees. Following public disclosure
of the CRO shareholding in the Bank's 2013 annual report, FCBL
announced on 25 March 2014 that it had dismissed the executive,
citing lack of confidence in his abilities to perform his duties.

PricewaterhouseCoopers (PwC) has conducted an audit of the IPO,
but its findings have not been publicly disclosed. Further, there
is an ongoing investigation by Trinidad and Tobago's Securities
and Exchange Commission into possible criminal activity.

The downgrade in standalone ratings considers the flaws that
recent events have revealed in the rules governing the IPO as well
as potential shortcomings in the bank's governance and operational
risk controls. Management expects the new board to be named in the
next 30 days.

The downgrade also reflects the bank's profitability indicators
having weakened during the past three years due to declining net
interest margins and rising operating costs, partly as a
consequence of increased competition. In addition, asset quality
is expected to remain relatively weak by the bank's historical
standards given still modest economic growth. The new board will
likely be challenged to develop an effective strategy to address
these negative trends while it is simultaneously addressing
governance concerns.

Notwithstanding the two-notch downgrade, the baa3 BCA reflects a
number of important credit strengths, including robust
capitalization and still stable funding from retail and public
sector deposits, as well as the bank's established franchise as
one of Trinidad and Tobago's largest lenders. Moody's expects
these strengths to remain over the medium term, which are
reflected in the current stable outlook on standalone ratings.

FCBL's deposit ratings and First Citizens (St. Lucia) Limited's
debt rating continue to benefit from two notches of uplift from
the baa3 BCA reflecting Moody's assumptions of a very high
probability of government support for FCBL's obligations if
needed, based on the government's majority ownership and the
importance of FCBL's lending and deposit franchise to the local
economy.

The principal methodology used in this rating was Global Banks
published in May 2013.

The last rating action on First Citizens Bank Limited was on 28
March 2014 when Moody's affirmed the bank's ratings and changed
the outlook to negative from stable on the BFSR and on the local
currency deposit ratings, while it affirmed the foreign currency
deposit ratings with a stable outlook.

The last rating action on First Citizens (St. Lucia) was also on
28 March 2014 when Moody's changed the outlook on the foreign
currency senior debt rating to negative from stable.

First Citizens Bank Limited is headquartered in Port of Spain,
Trinidad and Tobago, and is 82.64% owned by the Republic. The bank
reported total consolidated assets of TT$ 35.8 billion (US$ 5.6
billion) and shareholders' equity of TT$6 billion (US$ 945
million) as of March 31, 2014.


TRINIDAD & TOBAGO: Central Bank to Pump US$200 Million Into System
------------------------------------------------------------------
Ria Taitt at Trinidad Express reports that the Central Bank agreed
to inject US$200 million into the market, Finance Minister Larry
Howai said.

In a statement to Parliament, Minister Howai said this was to
address the immediate short-term need in the foreign currency
market and to alleviate any concerns of the public, according to
Trinidad Express.

"In addition, the Central Bank has agreed to introduce certain
changes to the allocation system, which, I am advised, have been
received by the banks," the report quoted Minister Howai as
saying.

The new system of foreign exchange distribution has not worked as
effectively as originally anticipated, Minister Howai said, the
report notes.  As a consequence the Central Bank has decided to
revisit the system, he added.

"In addition over the past few days and in response to the
difficulties being experienced by the public in acquiring foreign
exchange, the Minister of Finance and the Economy has met with
stakeholders to determine the nature and extent of the current
problems and has encouraged discussion to address the short term
difficulties being experienced in the market place as well as to
determine measures which may be effected to improve the efficiency
of the system," Mr. Howai said, the report relates.

Much of the country's day-to-day foreign exchange needs were met
by the energy sector companies selling funds to the banking
system, the report notes.

Minister Howai said when demand outstrips the supply generated,
the Central Bank steps in to inject US dollars into the financial
system, the report relates.

This was the case as recently as May 9 when some US$50 million was
sold by the Central Bank to authorized dealers, notes the report.

The report discloses that Minister Howai said in the period 2010-
2013, the Central Bank had sold on average TT$1.2 billion per year
to the system, the report says.  So far, for this year, the
Central Bank has injected TT$410 million into the system.
Notwithstanding this support for the market, there have been
continuous occurrences of tightness of supply, Minister Howai
noted, the report relays.

This is what caused the Central Bank to revisit the system for
allocation of foreign currency to authorize dealers earlier this
year and to seek to introduce a new system to manage the
distribution of foreign currency in a more effective manner, the
report notes.

Minister Howai added that the new system not only introduced a new
technical regime, but also required changes in the behavioral
patterns of the market, the report relays.

The Central Bank in a statement earlier said it met with the
Bankers Association of Trinidad and Tobago (BATT) and mutually
agreed to further improvements in the distribution of foreign
exchange, the report notes.

The Central Bank said it wanted to assure the general public and
the business community that the country has enough foreign
exchange reserves to satisfy demand, the report relates.

As at May 16, the level of net official reserves stood at
US$10,378 million, more than enough to cover over one year of
imports, the report adds.


=================
X X X X X X X X X
=================


Large Companies With Insolvent Balance Sheets
---------------------------------------------

                                                         Total
                                         Total       Shareholders
                                         Assets          Equity
Company                Ticker           (US$MM)        (US$MM)
-------                ------         ---------      ------------

AGRENCO LTD            AGRE LX          339244073      -561405847


AGRENCO LTD            AGRE LX          339244073      -561405847
AGRENCO LTD-BDR        AGEN33 BZ        339244073      -561405847
AGRENCO LTD-BDR        AGEN11 BZ        339244073      -561405847
ALL ORE MINERACA       AORE3 BZ         10519766.1     -18449684.9
ALL ORE MINERACA       STLB3 BZ         10519766.1     -18449684.9
ARTHUR LAN-DVD C       ARLA11 BZ        11642254.9     -17154460.3
ARTHUR LAN-DVD P       ARLA12 BZ        11642254.9     -17154460.3
ARTHUR LANGE           ARLA3 BZ         11642254.9     -17154460.3
ARTHUR LANGE SA        ALICON BZ        11642254.9     -17154460.3
ARTHUR LANGE-PRF       ARLA4 BZ         11642254.9     -17154460.3
ARTHUR LANGE-PRF       ALICPN BZ        11642254.9     -17154460.3
ARTHUR LANG-RC C       ARLA9 BZ         11642254.9     -17154460.3
ARTHUR LANG-RC P       ARLA10 BZ        11642254.9     -17154460.3
ARTHUR LANG-RT C       ARLA1 BZ         11642254.9     -17154460.3
ARTHUR LANG-RT P       ARLA2 BZ         11642254.9     -17154460.3
B&D FOOD CORP          BDFCE US         14423532       -3506007
B&D FOOD CORP          BDFC US          14423532       -3506007
BALADARE               BLDR3 BZ         159449535      -52990723.7
BATTISTELLA            BTTL3 BZ         161941587      -30698112.2
BATTISTELLA-PREF       BTTL4 BZ         161941587      -30698112.2
BATTISTELLA-RECE       BTTL9 BZ         161941587      -30698112.2
BATTISTELLA-RECP       BTTL10 BZ        161941587      -30698112.2
BATTISTELLA-RI P       BTTL2 BZ         161941587      -30698112.2
BATTISTELLA-RIGH       BTTL1 BZ         161941587      -30698112.2
BIOMM SA               BIOM3M BZ        14879155       -13567385
BIOMM SA               BIOM3 BZ         14879155       -13567385
BIOMM SA - RCT         BIOM9 BZ         14879155       -13567385
BIOMM SA-PREF          BIOM4 BZ         14879155       -13567385
BIOMM SA-RT            0905492D BZ      14879155       -13567385
BIOMM SA-RT            BIOM2 BZ         14879155       -13567385
BIOMM SA-RTS           0905518D BZ      14879155       -13567385
BIOMM SA-RTS           BIOM10 BZ        14879155       -13567385
BIOMM SA-RTS           BIOM1 BZ         14879155       -13567385
BOMBRIL                BMBBF US         324115454      -16635219.6
BOMBRIL                FPXE4 BZ         19416013.9     -489914853
BOMBRIL                BOBR3 BZ         324115454      -16635219.6
BOMBRIL CIRIO SA       BOBRON BZ        324115454      -16635219.6
BOMBRIL CIRIO-PF       BOBRPN BZ        324115454      -16635219.6
BOMBRIL HOLDING        FPXE3 BZ         19416013.9     -489914853
BOMBRIL SA-ADR         BMBPY US         324115454      -16635219.6
BOMBRIL SA-ADR         BMBBY US         324115454      -16635219.6
BOMBRIL-PREF           BOBR4 BZ         324115454      -16635219.6
BOMBRIL-RGTS PRE       BOBR2 BZ         324115454      -16635219.6
BOMBRIL-RIGHTS         BOBR1 BZ         324115454      -16635219.6
BOTUCATU TEXTIL        STRP3 BZ         27663605.3     -7174512.12
BOTUCATU-PREF          STRP4 BZ         27663605.3     -7174512.12
BUETTNER               BUET3 BZ         96231802.9     -32473494
BUETTNER SA            BUETON BZ        96231802.9     -32473494
BUETTNER SA-PRF        BUETPN BZ        96231802.9     -32473494
BUETTNER SA-RT P       BUET2 BZ         96231802.9     -32473494
BUETTNER SA-RTS        BUET1 BZ         96231802.9     -32473494
BUETTNER-PREF          BUET4 BZ         96231802.9     -32473494
CAF BRASILIA           CAFE3 BZ         160933830      -149277092
CAF BRASILIA-PRF       CAFE4 BZ         160933830      -149277092
CAFE BRASILIA SA       CSBRON BZ        160933830      -149277092
CAFE BRASILIA-PR       CSBRPN BZ        160933830      -149277092
CAIUA ELEC-C RT        ELCA1 BZ         1059986022     -76183286
CAIUA SA               ELCON BZ         1059986022     -76183286
CAIUA SA-DVD CMN       ELCA11 BZ        1059986022     -76183286
CAIUA SA-DVD COM       ELCA12 BZ        1059986022     -76183286
CAIUA SA-PREF          ELCPN BZ         1059986022     -76183286
CAIUA SA-PRF A         ELCAN BZ         1059986022     -76183286
CAIUA SA-PRF A         ELCA5 BZ         1059986022     -76183286
CAIUA SA-PRF B         ELCA6 BZ         1059986022     -76183286
CAIUA SA-PRF B         ELCBN BZ         1059986022     -76183286
CAIUA SA-RCT PRF       ELCA10 BZ        1059986022     -76183286
CAIUA SA-RTS           ELCA2 BZ         1059986022     -76183286
CAIVA SERV DE EL       1315Z BZ         1059986022     -76183286
CELGPAR                GPAR3 BZ         204382297      -934172491
CENTRAL COST-ADR       CCSA LI          319571114      -114350021
CENTRAL COSTAN-B       CRCBF US         319571114      -114350021
CENTRAL COSTAN-B       CNRBF US         319571114      -114350021
CENTRAL COSTAN-C       CECO3 AR         319571114      -114350021
CENTRAL COST-BLK       CECOB AR         319571114      -114350021
CIA PETROLIFERA        MRLM3 BZ         377592596      -3014215.1
CIA PETROLIFERA        MRLM3B BZ        377592596      -3014215.1
CIA PETROLIFERA        1CPMON BZ        377592596      -3014215.1
CIA PETROLIF-PRF       MRLM4 BZ         377592596      -3014215.1
CIA PETROLIF-PRF       MRLM4B BZ        377592596      -3014215.1
CIA PETROLIF-PRF       1CPMPN BZ        377592596      -3014215.1
CIMOB PARTIC SA        GAFP3 BZ         44047412.2     -45669964.1
CIMOB PARTIC SA        GAFON BZ         44047412.2     -45669964.1
CIMOB PART-PREF        GAFP4 BZ         44047412.2     -45669964.1
CIMOB PART-PREF        GAFPN BZ         44047412.2     -45669964.1
COBRASMA               CBMA3 BZ         75391731.7     -2212560088
COBRASMA SA            COBRON BZ        75391731.7     -2212560088
COBRASMA SA-PREF       COBRPN BZ        75391731.7     -2212560088
COBRASMA-PREF          CBMA4 BZ         75391731.7     -2212560088
D H B                  DHBI3 BZ         100548065      -171900717
D H B-PREF             DHBI4 BZ         100548065      -171900717
DHB IND E COM          DHBON BZ         100548065      -171900717
DHB IND E COM-PR       DHBPN BZ         100548065      -171900717
DOCA INVESTIMENT       DOCA3 BZ         273120349      -211736213
DOCA INVESTI-PFD       DOCA4 BZ         273120349      -211736213
DOCAS SA               DOCAON BZ        273120349      -211736213
DOCAS SA-PREF          DOCAPN BZ        273120349      -211736213
DOCAS SA-RTS PRF       DOCA2 BZ         273120349      -211736213
ELEC ARG SA-PREF       EASA6 AR         1395153160     -106158748
ELEC ARGENT-ADR        EASA LX          1395153160     -106158748
ELEC DE ARGE-ADR       1262Q US         1395153160     -106158748
ELECTRICIDAD ARG       3447811Z AR      1395153160     -106158748
ENDESA - RTS           CECOX AR         319571114      -114350021
ENDESA COST-ADR        CRCNY US         319571114      -114350021
ENDESA COSTAN-         CECO2 AR         319571114      -114350021
ENDESA COSTAN-         CECOD AR         319571114      -114350021
ENDESA COSTAN-         CECOC AR         319571114      -114350021
ENDESA COSTAN-         EDCFF US         319571114      -114350021
ENDESA COSTAN-A        CECO1 AR         319571114      -114350021
ESTRELA SA             ESTR3 BZ         71379826.3     -111239817
ESTRELA SA             ESTRON BZ        71379826.3     -111239817
ESTRELA SA-PREF        ESTR4 BZ         71379826.3     -111239817
ESTRELA SA-PREF        ESTRPN BZ        71379826.3     -111239817
F GUIMARAES            FGUI3 BZ         11016542.2     -151840378
F GUIMARAES-PREF       FGUI4 BZ         11016542.2     -151840378
FABRICA RENAUX         FTRX3 BZ         66603695.4     -76419246.3
FABRICA RENAUX         FRNXON BZ        66603695.4     -76419246.3
FABRICA RENAUX-P       FTRX4 BZ         66603695.4     -76419246.3
FABRICA RENAUX-P       FRNXPN BZ        66603695.4     -76419246.3
FABRICA TECID-RT       FTRX1 BZ         66603695.4     -76419246.3
FER HAGA-PREF          HAGA4 BZ         18439489.1     -40509835.2
FERRAGENS HAGA         HAGAON BZ        18439489.1     -40509835.2
FERRAGENS HAGA-P       HAGAPN BZ        18439489.1     -40509835.2
FERREIRA GUIMARA       FGUION BZ        11016542.2     -151840378
FERREIRA GUIM-PR       FGUIPN BZ        11016542.2     -151840378
GRADIENTE ELETR        IGBON BZ         381918698      -32078427.7
GRADIENTE EL-PRA       IGBAN BZ         381918698      -32078427.7
GRADIENTE EL-PRB       IGBBN BZ         381918698      -32078427.7
GRADIENTE EL-PRC       IGBCN BZ         381918698      -32078427.7
GRADIENTE-PREF A       IGBR5 BZ         381918698      -32078427.7
GRADIENTE-PREF B       IGBR6 BZ         381918698      -32078427.7
GRADIENTE-PREF C       IGBR7 BZ         381918698      -32078427.7
HAGA                   HAGA3 BZ         18439489.1     -40509835.2
HOTEIS OTHON SA        HOOT3 BZ         227388586      -68129377.9
HOTEIS OTHON SA        HOTHON BZ        227388586      -68129377.9
HOTEIS OTHON-PRF       HOOT4 BZ         227388586      -68129377.9
HOTEIS OTHON-PRF       HOTHPN BZ        227388586      -68129377.9
IGB ELETRONICA         IGBR3 BZ         381918698      -32078427.7
IGUACU CAFE            IGUA3 BZ         224229556      -68866571
IGUACU CAFE            IGCSON BZ        224229556      -6886657
IGUACU CAFE            IGUCF US         224229556      -68866571
IGUACU CAFE-PR A       IGUA5 BZ         224229556      -68866571
IGUACU CAFE-PR A       IGCSAN BZ        224229556      -68866571
IGUACU CAFE-PR A       IGUAF US         224229556      -68866571
IGUACU CAFE-PR B       IGUA6 BZ         224229556      -68866571
IGUACU CAFE-PR B       IGCSBN BZ        224229556      -68866571
IMPSAT FIBER NET       IMPTQ US         535007008      -17164978
IMPSAT FIBER NET       330902Q GR       535007008      -17164978
IMPSAT FIBER NET       XIMPT SM         535007008      -17164978
IMPSAT FIBER-$US       IMPTD AR         535007008      -17164978
IMPSAT FIBER-BLK       IMPTB AR         535007008      -17164978
IMPSAT FIBER-C/E       IMPTC AR         535007008      -17164978
IMPSAT FIBER-CED       IMPT AR          535007008      -17164978
INVERS ELEC BUEN       IEBAA AR         260343959      -14950013.8
INVERS ELEC BUEN       IEBAB AR         260343959      -14950013.8
INVERS ELEC BUEN       IEBA AR          260343959      -14950013.8
LAEP INVES-BDR B       0163599D BZ      222902269      -255311026
LAEP INVESTMEN-B       0122427D LX      222902269      -255311026
LAEP INVESTMENTS       LEAP LX          222902269      -255311026
LAEP-BDR               MILK33 BZ        222902269      -255311026
LAEP-BDR               MILK11 BZ        222902269      -255311026
LATTENO FOOD COR       LATF US          14423532       -3506007
LOJAS ARAPUA           LOAR3 BZ         38302784.1     -3417423475
LOJAS ARAPUA           LOARON BZ        38302784.1     -3417423475
LOJAS ARAPUA-GDR       3429T US         38302784.1     -3417423475
LOJAS ARAPUA-GDR       LJPSF US         38302784.1     -3417423475
LOJAS ARAPUA-PRF       LOAR4 BZ         38302784.1     -3417423475
LOJAS ARAPUA-PRF       LOARPN BZ        38302784.1     -3417423475
LOJAS ARAPUA-PRF       52353Z US        38302784.1     -3417423475
LUPATECH SA            LUPA3 BZ         665993697      -188699451
LUPATECH SA            LUPAF US         665993697      -188699451
LUPATECH SA -RCT       LUPA9 BZ         665993697      -188699451
LUPATECH SA-ADR        LUPAY US         665993697      -188699451
LUPATECH SA-RT         LUPA11 BZ        665993697      -188699451
LUPATECH SA-RTS        LUPA1 BZ         665993697      -188699451
MANGELS INDL           MGEL3 BZ         223698552      -29148696.3
MANGELS INDL SA        MISAON BZ        223698552      -29148696.3
MANGELS INDL-PRF       MGIRF US         223698552      -29148696.3
MANGELS INDL-PRF       MGEL4 BZ         223698552      -29148696.3
MANGELS INDL-PRF       MISAPN BZ        223698552      -29148696.3
MINUPAR                MNPR3 BZ         115960018      -93783465.1
MINUPAR SA             MNPRON BZ        115960018      -93783465.1
MINUPAR SA-PREF        MNPRPN BZ        115960018      -93783465.1
MINUPAR-PREF           MNPR4 BZ         115960018      -93783465.1
MINUPAR-RCT            9314634Q BZ      115960018      -93783465.1
MINUPAR-RCT            0599564D BZ      115960018      -93783465.1
MINUPAR-RCT            MNPR9 BZ         115960018      -93783465.1
MINUPAR-RT             9314542Q BZ      115960018      -93783465.1
MINUPAR-RT             0599562D BZ      115960018      -93783465.1
MINUPAR-RTS            MNPR1 BZ         115960018      -93783465.1
NORDON MET             NORD3 BZ         11025606.1     -32196764.5
NORDON METAL           NORDON BZ        11025606.1     -32196764.5
NORDON MET-RTS         NORD1 BZ         11025606.1     -32196764.5
NOVA AMERICA SA        NOVA3 BZ         21287488.9     -183535526
NOVA AMERICA SA        NOVA3B BZ        21287488.9     -183535526
NOVA AMERICA SA        NOVAON BZ        21287488.9     -183535526
NOVA AMERICA SA        1NOVON BZ        21287488.9     -183535526
NOVA AMERICA-PRF       NOVA4 BZ         21287488.9     -183535526
NOVA AMERICA-PRF       NOVA4B BZ        21287488.9     -183535526
NOVA AMERICA-PRF       NOVAPN BZ        21287488.9     -183535526
NOVA AMERICA-PRF       1NOVPN BZ        21287488.9     -183535526
PADMA INDUSTRIA        LCSA4 BZ         388720096      -213641152
PARMALAT               LCSA3 BZ         388720096      -213641152
PARMALAT BRASIL        LCSAON BZ        388720096      -213641152
PARMALAT BRAS-PF       LCSAPN BZ        388720096      -213641152
PARMALAT BR-RT C       LCSA5 BZ         388720096      -213641152
PARMALAT BR-RT P       LCSA6 BZ         388720096      -213641152
PET MANG-RECEIPT       0229292Q BZ      155768607      -254677565
PET MANG-RECEIPT       0229296Q BZ      155768607      -254677565
PET MANG-RECEIPT       RPMG9 BZ         155768607      -254677565
PET MANG-RECEIPT       RPMG10 BZ        155768607      -254677565
PET MANG-RIGHTS        3678565Q BZ      155768607      -254677565
PET MANG-RIGHTS        3678569Q BZ      155768607      -254677565
PET MANG-RT            4115360Q BZ      155768607      -254677565
PET MANG-RT            4115364Q BZ      155768607      -254677565
PET MANG-RT            0229249Q BZ      155768607      -254677565
PET MANG-RT            0229268Q BZ      155768607      -254677565
PET MANG-RT            RPMG2 BZ         155768607      -254677565
PET MANG-RT            0848424D BZ      155768607      -254677565
PET MANG-RTS           RPMG1 BZ         155768607      -254677565
PET MANGUINH-PRF       RPMG4 BZ         155768607      -254677565
PETRO MANGUINHOS       RPMG3 BZ         155768607      -254677565
PETRO MANGUINHOS       MANGON BZ        155768607      -254677565
PETRO MANGUIN-PF       MANGPN BZ        155768607      -254677565
PETROLERA DEL CO       PSUR AR          66017869       -5551136.01
PORTX OPERACOES        PRTX3 BZ         976769385      -9407990.18
PORTX OPERA-GDR        PXTPY US         976769385      -9407990.18
PUYEHUE                PUYEH CI         23402631.8     -5029378.21
PUYEHUE RIGHT          PUYEHUOS CI      23402631.8     -5029378.21
RECRUSUL               RCSL3 BZ         42021562       -18866127
RECRUSUL - RCT         4529789Q BZ      42021562       -18866127
RECRUSUL - RCT         4529793Q BZ      42021562       -18866127
RECRUSUL - RCT         0163582D BZ      42021562       -18866127
RECRUSUL - RCT         0163583D BZ      42021562       -18866127
RECRUSUL - RCT         0614675D BZ      42021562       -18866127
RECRUSUL - RCT         0614676D BZ      42021562       -18866127
RECRUSUL - RCT         RCSL10 BZ        42021562       -18866127
RECRUSUL - RT          4529781Q BZ      42021562       -18866127
RECRUSUL - RT          4529785Q BZ      42021562       -18866127
RECRUSUL - RT          0163579D BZ      42021562       -18866127
RECRUSUL - RT          0163580D BZ      42021562       -18866127
RECRUSUL - RT          0614673D BZ      42021562       -18866127
RECRUSUL - RT          0614674D BZ      42021562       -18866127
RECRUSUL SA            RESLON BZ        42021562       -18866127
RECRUSUL SA-PREF       RESLPN BZ        42021562       -18866127
RECRUSUL SA-RCT        RCSL9 BZ         42021562       -18866127
RECRUSUL SA-RTS        RCSL1 BZ         42021562       -18866127
RECRUSUL SA-RTS        RCSL2 BZ         42021562       -18866127
RECRUSUL-BON RT        RCSL11 BZ        42021562       -18866127
RECRUSUL-BON RT        RCSL12 BZ        42021562       -18866127
RECRUSUL-PREF          RCSL4 BZ         42021562       -18866127
REDE EMP ENE ELE       ELCA4 BZ         1059986022     -76183286
REDE EMP ENE ELE       ELCA3 BZ         1059986022     -76183286
REDE EMPRESAS-PR       REDE4 BZ         1059986022     -76183286
REDE ENERGIA SA        REDE3 BZ         1059986022     -76183286
REDE ENERG-UNIT        REDE11 BZ        1059986022     -76183286
REDE ENER-RCT          3907731Q BZ      1059986022     -76183286
REDE ENER-RCT          REDE9 BZ         1059986022     -76183286
REDE ENER-RCT          REDE10 BZ        1059986022     -76183286
REDE ENER-RT           3907727Q BZ      1059986022     -76183286
REDE ENER-RT           REDE1 BZ         1059986022     -76183286
REDE ENER-RT           REDE2 BZ         1059986022     -76183286
REII INC               REIC US          14423532       -3506007
RENAUXVIEW SA          TXRX3 BZ         56213385.5     -85196762.8
RENAUXVIEW SA-PF       TXRX4 BZ         56213385.5     -85196762.8
RIMET                  REEM3 BZ         103098359      -185417651
RIMET                  REEMON BZ        103098359      -185417651
RIMET-PREF             REEM4 BZ         103098359      -185417651
RIMET-PREF             REEMPN BZ        103098359      -185417651
SANESALTO              SNST3 BZ         21873314.7     -5053458.96
SANSUY                 SNSY3 BZ         189305928      -145401613
SANSUY SA              SNSYON BZ        189305928      -145401613
SANSUY SA-PREF A       SNSYAN BZ        189305928      -145401613
SANSUY SA-PREF B       SNSYBN BZ        189305928      -145401613
SANSUY-PREF A          SNSY5 BZ         189305928      -145401613
SANSUY-PREF B          SNSY6 BZ         189305928      -145401613
SAUIPE                 PSEG3 BZ         14685534.1     -4799640.46
SAUIPE SA              PSEGON BZ        14685534.1     -4799640.46
SAUIPE SA-PREF         PSEGPN BZ        14685534.1     -4799640.46
SAUIPE-PREF            PSEG4 BZ         14685534.1     -4799640.46
SCHLOSSER              SCLO3 BZ         51944742.3     -56657680.1
SCHLOSSER SA           SCHON BZ         51944742.3     -56657680.1
SCHLOSSER SA-PRF       SCHPN BZ         51944742.3     -56657680.1
SCHLOSSER-PREF         SCLO4 BZ         51944742.3     -56657680.1
SNIAFA SA              SNIA AR          11229696.2     -2670544.86
SNIAFA SA-B            SDAGF US         11229696.2     -2670544.86
SNIAFA SA-B            SNIA5 AR         11229696.2     -2670544.86
STAROUP SA             STARON BZ        27663605.3     -7174512.12
STAROUP SA-PREF        STARPN BZ        27663605.3     -7174512.12
STEEL - RCT ORD        STLB9 BZ         10519766.1     -18449684.9
STEEL - RT             STLB1 BZ         10519766.1     -18449684.9
TEKA                   TKTQF US         375873311      -389045810
TEKA                   TEKA3 BZ         375873311      -389045810
TEKA                   TEKAON BZ        375873311      -389045810
TEKA-ADR               TEKAY US         375873311      -389045810
TEKA-ADR               TKTPY US         375873311      -389045810
TEKA-ADR               TKTQY US         375873311      -389045810
TEKA-PREF              TKTPF US         375873311      -389045810
TEKA-PREF              TEKA4 BZ         375873311      -389045810
TEKA-PREF              TEKAPN BZ        375873311      -389045810
TEKA-RCT               TEKA9 BZ         375873311      -389045810
TEKA-RCT               TEKA10 BZ        375873311      -389045810
TEKA-RTS               TEKA1 BZ         375873311      -389045810
TEKA-RTS               TEKA2 BZ         375873311      -389045810
TEXTEIS RENA-RCT       TXRX9 BZ         56213385.5     -85196762.8
TEXTEIS RENA-RCT       TXRX10 BZ        56213385.5     -85196762.8
TEXTEIS RENAU-RT       TXRX1 BZ         56213385.5     -85196762.8
TEXTEIS RENAU-RT       TXRX2 BZ         56213385.5     -85196762.8
TEXTEIS RENAUX         RENXON BZ        56213385.5     -85196762.8
TEXTEIS RENAUX         RENXPN BZ        56213385.5     -85196762.8
VARIG PART EM SE       VPSC3 BZ         83017828       -495721697
VARIG PART EM TR       VPTA3 BZ         49432119.3     -399290357
VARIG PART EM-PR       VPTA4 BZ         49432119.3     -399290357
VARIG PART EM-PR       VPSC4 BZ         83017828       -495721697
VARIG SA               VAGV3 BZ         966298048      -4695211008
VARIG SA               VARGON BZ        966298048      -4695211008
VARIG SA-PREF          VAGV4 BZ         966298048      -4695211008
VARIG SA-PREF          VARGPN BZ        966298048      -4695211008
VULCABRAS AZALEI       VULC3 BZ         602662162      -27406558
VULCABRAS AZ-PRF       VULC4 BZ         602662162      -27406558
VULCABRAS SA           VULCON BZ        602662162      -27406558
VULCABRAS SA-PRF       VULCPN BZ        602662162      -27406558
VULCABRAS-RCT          0893211D BZ      602662162      -27406558
VULCABRAS-RCT          VULC9 BZ         602662162      -27406558
VULCABRAS-REC PR       VULC10 BZ        602662162      -27406558
VULCABRAS-RECEIP       0853207D BZ      602662162      -27406558
VULCABRAS-RIGHT        0853205D BZ      602662162      -27406558
VULCABRAS-RIGHT        VULC2 BZ         602662162      -27406558
VULCABRAS-RT PRF       VULC11 BZ        602662162      -27406558
VULCABRAS-RTS          0893207D BZ      602662162      -27406558
VULCABRAS-RTS          VULC1 BZ         602662162      -27406558
WETZEL SA              MWET3 BZ         96094336.6     -4635219.98
WETZEL SA              MWELON BZ        96094336.6     -4635219.98
WETZEL SA-PREF         MWET4 BZ         96094336.6     -4635219.98
WETZEL SA-PREF         MWELPN BZ        96094336.6     -4635219.98
WIEST                  WISA3 BZ         34107195.1     -126993682
WIEST SA               WISAON BZ        34107195.1     -126993682
WIEST SA-PREF          WISAPN BZ        34107195.1     -126993682
WIEST-PREF             WISA4 BZ         34107195.1     -126993682


                            ***********


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.

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, and Peter A.
Chapman, Editors.

Copyright 2014.  All rights reserved.  ISSN 1529-2746.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Latin America subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for members
of the same firm for the term of the initial subscription or
balance thereof are US$25 each.  For subscription information,
contact Peter A. Chapman at 215-945-7000 or Nina Novak at
202-241-8200.


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