TCRLA_Public/171031.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, October 31, 2017, Vol. 18, No. 216


                            Headlines



B R A Z I L

OCTANTE SECURITIZADORA: Moody's Rates 15th Certs Issue 'Ba1'
OI SA: Creditors Offer More Capital for Restructuring


D O M I N I C A N   R E P U B L I C

DOMINICAN REPUBLIC: Medina Orders Agro-Forestry Projects Expedited


H O N D U R A S

HONDURAS: To Access Resources of About US$109.64 Million


J A M A I C A

JAMAICA: Commercial Banks Held Over $1 Trillion at June End


M E X I C O

OAXACA DE JUAREZ: Moody's Revises Ratings Outlook to Stable


P U E R T O    R I C O

MAC ACQUISITION: Taps Gibson Dunn as General Bankruptcy Co-counsel
MAC ACQUISITION: Hires Mackinac Partners as Restructuring Advisor
PUERTO RICO: Emergency Manager to be Installed at Utility
WHITEFISH ENERGY: P.R. Governor Calls for Cancellation of Contract


                            - - - - -


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B R A Z I L
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OCTANTE SECURITIZADORA: Moody's Rates 15th Certs Issue 'Ba1'
------------------------------------------------------------
Moody's America Latina Ltda. has assigned Ba1 (sf) (global scale,
local currency) and Aaa.br (sf) (national scale) ratings to the
first series of the 15th issuance of agribusiness certificates
(certificados de recebiveis do agronegocio, or Senior CRA) issued
by Octante Securitizadora S.A. (Octante, not rated). The CRA will
be backed by agricultural production financial notes (cedulas de
produto rural financeira, or CPR Financeiras) and agribusiness
receivables certificates (certificados de direitos creditorios do
agronegocio, or CDCAs) issued by agricultural producers and
distributers, respectively. The transaction is sponsored by Adama
Brasil S.A. (Adama Brasil, not rated). The receivables backing the
securities benefit from a credit insurance policy provided by AIG
Insurance Company of Canada (AIG Canada, not rated). In turn, the
credit insurance policy is supported by a reinsurance agreement
provided by AIG Europe Limited (AIG Europe, A2).

Issuer: Octante Securitizadora S.A.

  First series, 15th issuance -- Ba1 (sf) (global scale, local
  currency) / Aaa.br (sf) (national scale)

RATINGS RATIONALE

The transaction is a 3-year revolving securitization program to
provide financing to agricultural producers and distributors of
agricultural inputs to acquire: (i) defensives and other products
sold by Adama Brasil, and (ii) other agricultural inputs sold by
preapproved suppliers. The transaction will be backed by either
(i) CPR Financeiras, which are notes issued by the agricultural
producers, as obligors, which are payment obligations or (ii)
CDCAs, certificates issued by the distributors, as obligors, which
in turn will be backed by promissory notes.

The ratings assigned to the Senior CRA are based on the following
factors, including:

- The underlying receivables benefit from a credit insurance
policy provided by AIG Canada, that will cover credit losses in
excess of the initial 15% subordination. In addition, AIG Canada
assigned to Octante and the fiduciary agent its rights under a
reinsurance agreement provided by AIG Europe, covering all payment
obligations of AIG Canada under the insurance policy. This
assignment provides Octante with direct access to AIG Europe in
relation to the payment of claims under the insurance policy, as
if AIG Europe was named in the policy as insurer. The ratings of
the Senior CRA are primarily linked to AIG Europe's ability and
willingness to make payments under the reinsurance policy, with a
maximum indemnification amount equal to the outstanding principal
and interest of the Senior CRA, subject to estimated limit of BRL
106.084 million for the first year insurance policy.

- Credit enhancement of 15% for the benefit of the Senior CRA
(first series) provided through (i) the Mezzanine CRA representing
10% of the issuance amount and (ii) the Subordinated CRA
representing 5% of the total issuance amount. The transaction will
have an overcollateralization trigger which will prevent the
acquisition of new receivables if the Senior CRA represents more
than 85% of the underlying assets. Adama Brasil, as the sole
Mezanine CRA Investor, has the ability to subscribe additional CRA
to maintain the minimum overcollateralization level.

- The legal final maturity of the CRA will occur in December
2021, and it provides sufficient time to receive any payments on
the insurance claims. Indemnification payments from the insurance
company can occur up to 6 months after the defaulted credits
maturity date and, this term could increase by 5 additional
months, if the payment is related to unfulfilled obligations of
Adama Brasil.

- The formalization of the underlying agribusiness receivables
will be verified by Luchesi Advogados, who provides a legal
opinion on each individual receivable addressing its existence,
validity, and effectiveness. This feature reduces the risk related
to incomplete formalization of the assets that could lead to a
challenge by the insurance provider. Despite of Luchesi
Advogados's roles, Adama Brasil, as administrative agent, will be
the ultimately responsible for the appropriate formalization of
the underlying CPR Financeiras and CDCAs (except for third party
fraudulent acts) and for other operational obligations under the
insurance policy.

- Adama Brasil is responsible for servicing the underlying
receivables. In addition, Adama Brasil remains responsible for
providing monitoring reports to the insurance company about the
performance of the underlying obligors. The transaction benefits
from a put option against Adama Brasil if it fails to deliver the
monitoring reports. In case the administrative agent is unable to
perform its monitoring obligations, the documents allow for a
third party to be hired as a backup administrative agent. However,
the credit insurance policy also covers the default of Adama
Brasil regarding the put option and other payment obligations of
the company related to the operational agreement.

- Interest rate mismatch risk. The receivables will be purchased
at a fixed discount rate and the CRA will be indexed to the CDI
rate (interbank deposit rate). This risk will be mitigated through
interest rate options negotiated at B3 S.A. - Brasil, Bolsa,
Balcao (B3 S.A.) (rated Ba1). The interest rate options provide
coverage to the period from the acquisition date until the
receivables' maturity date. The Senior CRA are subject to a
residual interest rate risk during the 11 months period of the
insurance indemnification payment (which includes the extension
period related to the put option against Adama Brasil), if an
increase in the CDI rate causes the claim to exceed the maximum
indemnification amount. Moody's considers this residual risk
consistent with the ratings assigned to the Senior CRA.

- Reserve fund for CRA expenses. At closing, an expense fund will
be funded from issuance proceeds with sufficient funds to cover
all the initial and expected transaction expenses plus a BRL
100,000 excess for extraordinary expenses, which may be increased
up to the equivalent of 15% of the total issuance in case of
underlying assets' defaults.

- Segregated assets. The CRA benefits from a fiduciary regime
(regime fiduciario) whereby the assets backing the CRA will be
segregated. These segregated assets are destined only for payments
on the CRA and payment of certain fees and expenses, and will be
segregated from all other assets on the issuer's balance sheet.
However, the transaction is subject to residual legal risk because
Octante's agribusiness credits can be affected by the
securitization company's tax, labor and pension creditors.

The Senior CRA accrue, on a daily basis, a floating interest rate
equivalent to 98.5% of the DI rate. There will be no scheduled
payments to the CRA. During the revolving period, the
securitization company will be able to use collection proceeds to
provide additional financing to the obligors that paid the
receivables up to the due date. In such scenarios, the excess
between the acquisition price of new receivables and collection
proceeds, if available, will be applied to amortize the CRA on a
pro rata basis. Any amounts received from: (i) collections not
reinvested on additional finance to obligors (ii) recoveries from
delinquent receivables, (iii) insurance claim settlements, (iv)
exercise of the receivables' put option against Adama Brasil or
(v) investments in additional Mezzanine and/or Subordinate CRA
will be used to amortize the Senior CRA on a cash basis. Moody's
ratings consider the ultimate payment of interest and principal to
the Senior CRA until the legal final maturity established in
December 2021.

The Ba1 (sf) (global scale, local currency) and Aaa.br (sf)
(national scale) ratings assigned to the Senior CRA are based
mainly on AIG Europe' ability and willingness to honor its
obligations to indemnify credit losses under the reinsurance
agreement assigned by AIG Canada to Octante and the fiduciary
agent. Any change in AIG Europe' ratings during the life of the
transaction could lead to a change in the ratings of the Senior
CRA. The ratings also take into consideration the operational
risks in the transaction, residual legal risks related to the
securitization company, and the ratings of B3 S.A. as the
counterparty of the interest rate options

Octante was incorporated in 2010. It is headquartered in Sao Paulo
and focuses on structuring CRA transactions with large sponsors
within the agribusiness industry. Since beginning operations,
Octante has issued 30 securitizations (with 16 transactions
outstanding). In 2017 alone, Octante has issued BRL 351.5 million
in agribusiness certificates.


OI SA: Creditors Offer More Capital for Restructuring
-----------------------------------------------------
Tatiana Bautzer and Gram Slattery at Reuters report that the two
largest groups of Oi SA bondholders have agreed to inject more
cash into a proposed restructuring of the Brazilian telecom's
debt, two people familiar with the matter said, in the latest
twist in Latin America's biggest-ever bankruptcy.

The International Bondholders Committee and the Ad Hoc Group of Oi
Bondholders said in a statement that proposed changes, which it
did not specify, could draw support from other creditors and
provide enough new capital to make the restructuring plan
"viable," according to Reuters.

A third source with knowledge of the situation said Oi was
analyzing the proposal, the report notes.

The sources requested anonymity because they are not authorized to
speak publicly on the matter, the report relays.  Oi declined to
comment.

The additional funding could help the groups fend off a rival
restructuring plan by influential shareholder Nelson Tanure and a
smaller group of bondholders known as the G6, the report
discloses.

The two main credit groups had previously committed to injecting
BRL3 billion ($920 million) the restructuring in court of Oi's
BRL65 billion of debt, the report relays.  Both groups and export
credit agencies are owed a combined BRL22.6 billion by Oi, the
report notes.

The bankruptcy's resolution has been stalled by growing tensions
between the board, management, shareholders, bondholders and the
government, the report says.

Brazilian telecom watchdog Anatel urged Oi shareholders and board
members to keep Chief Executive Marco Schroeder at the helm of the
carrier, the report notes.  The regulator had threatened to
intervene in the company, after news reports said management was
being threatened with dismissal from investors linked to TanurÇ,
sources told Reuters.

A working group in Brazil's government has been preparing
suggestions for the restructuring of the carrier, which filed for
bankruptcy protection in June 2016, the report discloses.

Creditors are scheduled to vote on the revised restructuring
proposal at a Nov. 10 meeting, the report relays.  If they cannot
reach a consensus, the company would be liquidated, wiping out
much of their investments, the report says.

One source said private equity fund TPG Capital Management LP and
China Telecom Corp Ltd were looking at Oi's business for a
possible takeover bid but have not drafted any concrete proposal,
the report adds.

TPG declined to comment.

                          About Oi SA

Headquartered in Rio de Janeiro, and operating almost exclusively
within Brazil, the Oi Group provides services like fixed-line data
transmission and network usage for phones, internet, and cable,
Wi-Fi hot-spots in public areas, and mobile phone and data
services, and employs approximately 142,000 direct and indirect
employees.

On June 20, 2016, pursuant to Brazilian Law No. 11.101/05 (the
"Brazilian Bankruptcy Law"), Oi S.A. and certain of its
subsidiaries filed for recuperao judicial (judicial
reorganization) in Brazil.

On June 21, 2016, OI SA and its affiliates Telemar Norte Leste
S.A. and Oi Brasil Holdings Cooperatief U.A. commenced Chapter 15
proceedings (Bankr. S.D.N.Y. Lead Case No. 16-11791).  Ojas N.
Shah, as foreign representative, signed the petitions.

Coop and PTIF are also subject to proceedings in the Netherlands.

The Chapter 15 cases are assigned to Judge Sean H. Lane.

In the Chapter 15 cases, the Debtors are represented by John K.
Cunningham, Esq., and Mark P. Franke, Esq., at White & Case LLP,
in New York; and Jason N. Zakia, Esq., Richard S. Kebrdle, Esq.,
and Laura L. Femino, Esq., at White & Case LLP, in Miami, Florida.

On July 22, 2016, the New York Court recognized the Brazilian
Proceedings as foreign main proceedings with respect to the
Chapter 15 Debtors, and granted certain additional related relief.



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D O M I N I C A N   R E P U B L I C
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DOMINICAN REPUBLIC: Medina Orders Agro-Forestry Projects Expedited
------------------------------------------------------------------
Dominican Today reports that Dominican Republic President Danilo
Medina instructed officials to pick up the pace on the agro
forestry-development projects to recover the mountains' foliage.

In a surprise visit to several towns of Independencia and Azua
provinces (south), Mr. Medina said he would like to see more work
to advance the projects, according to Dominican Today.  "We're not
going at the pace we want. Sometimes I think I drive with a
gasoline engine and the rest with a diesel engine. I would like us
to go faster," the report quoted Mr. Medina as saying.

At the first observation site at Bahoruco province, the president
urged those present to continue working so that the profits
increase quickly, the report notes.

Mr. Medina was accompanied by Agroforestry Development Projects
director Rafael De Luna, who provided the details to Medina and to
community representatives, the report notes.

Mr. De Luna said the project will intervene 72,000 hectares for
lumber, conservation, coffee, avocados and cocoa, the report
relays.  "What we're going to do is a major intervention," he
added.

As reported in Troubled Company Reporter-Latin America on July 24,
2017, Moody's Investors Service has upgraded the Dominican
Republic's long term issuer and debt ratings to Ba3 from B1 and
changed the outlook to stable from positive, based on the
following key drivers:

(1)  The Dominican Republic's continued robust growth outlook
     compared to rating peers, coupled with a reduction in
     external risks as current account deficits have declined and
     international reserves have increased.

(2)  The reduction in fiscal deficits over the last four years and
     Moody's expectation that fiscal deficits will remain shy of
     3% of GDP, supported by fiscal restraint and reduced
     transfers to the electricity sector.



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H O N D U R A S
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HONDURAS: To Access Resources of About US$109.64 Million
--------------------------------------------------------
The Executive Board of the International Monetary Fund (IMF), on
October 26, 2016, completed the combined fifth and sixth reviews
of Honduras' performance under an economic program supported by a
Stand-By Arrangement (SBA).  On December 4, 2014, the Executive
Board approved a program supported by a two-year Stand-By Credit
Facility (SCF) and three-year Stand-By Arrangement (SBA). The SCF
expired in December 4, 2016.

The completion of the reviews enables the authorities to access
resources in the total amount of about US$109.64 million (SDR77.70
million). The authorities have expressed their intention to
continue to treat the arrangement as precautionary.

Following the Executive Board's discussion of the reviews, Mr.
Zhang, Acting Chair and Deputy Managing Director, said:

"The authorities' commitment to their reform agenda has remained
strong during the program, which has successfully stabilized the
economy, restored confidence, and paved the way for accelerating
growth and reducing poverty. The program is on track and reforms
are progressing as expected.

"The macroeconomic outlook is positive, requiring a continued
effort to improve social indicators. The fiscal deficit is at
historic low levels, international reserves are at historic highs,
and inflation remains subdued. Unemployment remains a challenge to
reduce and poverty affects more than half of the population.
Tackling these problems will require significant efforts to
improve the coverage of social programs and to ensure adequate
fiscal revenues, including by rationalizing tax exemptions and
strengthening tax enforcement.

"The authorities acknowledged the importance of modernizing the
monetary policy framework for macroeconomic stability, and they
have started the process to adopt inflation targeting. As part of
this, they have introduced an interbank repo market and reduced
the FX surrender requirements. They recognize the need to continue
with this process by amending the central bank law to give a clear
mandate to achieve low and stable inflation.

"Structural reforms are critical to promote private investment and
create jobs. Continuing to pursue reforms in the electricity
sector, improving the efficiency of public spending, reducing
corruption, closing the infrastructure gap, and working together
in alliance with the private sector are critical for a sustained
economic expansion with marked poverty reduction."



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J A M A I C A
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JAMAICA: Commercial Banks Held Over $1 Trillion at June End
-----------------------------------------------------------
RJR News reports that Bank of Jamaica data show the island's
commercial banks held J$1.27-trillion dollars in assets at the end
of June this year.  Of this amount, $572 billion comprised loans,
advances as well as discounts, according to RJR News.

Meanwhile, National Commercial Bank (NCB) remained the largest
commercial bank in terms of asset base, the report notes. It held
$483 billion in assets followed by Bank of Nova Scotia with $341.7
billion and JN Bank $161 billion, the report relays. Sagicor Bank
was at fourth place with $118.7 billion.

The island's fifth largest commercial bank was FirstCaribbean with
an asset base of $95 billion with First Global in sixth position
with $57 billion and Citibank $19.5 billion, the report adds.

As reported in the Troubled Company Reporter-Latin America,
S&P Global Ratings affirmed on Sept. 25, 2017, its 'B' long- and
short-term foreign and local currency sovereign credit ratings on
Jamaica. The outlook on the long-term rating remains stable. At
the same time, S&P Global Ratings affirmed its 'B+' transfer and
convertibility assessment on the country.



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M E X I C O
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OAXACA DE JUAREZ: Moody's Revises Ratings Outlook to Stable
-----------------------------------------------------------
Moody's de Mexico affirmed the issuer ratings of the Municipality
of Oaxaca de Juarez at B1 (Global Scale, local currency) and
Baa3.mx (Mexico National Scale) and changed the outlook to stable
from negative.

RATIONALE FOR THE STABLE OUTLOOK

The change in the outlook to stable from negative reflects
expectations that the municipality's improved gross operating
balance (GOB) will help contain its cash financing needs, allowing
it to maintain reduced levels of indebtedness. Moody's estimates
that Oaxaca de Juarez's net direct and indirect debt will remain
around 2% of operating revenue at the end of 2018. Moody's also
expects liquidity ratios will remain within recent ranges, with
cash holding near 0.5-0.8x current liabilities.

RATIONALE FOR THE AFFIRMATION OF THE B1 RATING

The affirmation of Oaxaca de Juarez's B1/Baa3.mx ratings reflects
1) improving gross operating and financial balances, and 2)
declining debt. At the same time the ratings reflect an overall
weak liquidity position, while own-source revenues remain above
the B1 median at 33% of total revenues.

Oaxaca de Juarez posted its first gross operating surplus in ten
years in 2016 and appears on track to maintain a surplus in 2017
thanks primarily to efforts to contain operating expenditures,
which fell 2% last year and have fallen 1% in the first half of
2017 compared with the same period a year earlier. The operating
balance equaled 1.2% of operating revenues in 2016, and Moody's
estimates that Oaxaca de Juarez will post an operating surplus
above 3% in both 2017 and 2018. Following several years of
consecutive double-digit increases in current expenditures, the
municipality has significantly slowed growth in personnel expenses
and has cut costs for general services.

The surplus has allowed the municipality to significantly reduce
its leverage, with net direct and indirect debt falling to 2.2% of
operating revenue in 2016, down from 16.9% the previous year. As
of June 2017, the municipality has paid off all of its outstanding
debt, significantly relieving financial pressure. Although the
municipality may need to contract a new a short-term loan before
the end of December to meet year-end liquidity needs, it would
likely be for a manageable amount. Meanwhile, despite continued
stability in the municipality's liquidity ratios, liquidity
continues to be weak, with cash and equivalents equaling just 0.5x
current liabilities at the end of 2016.

WHAT COULD CHANGE THE RATING UP OR DOWN

Recurring operating and cash financing surpluses combined with
improvements in the municipality's liquidity and the maintenance
of low levels of indebtedness could result in upward pressure on
its ratings. Conversely, a deterioration in its operating balance
and a rise in its indebtedness, especially through the use of
short-term debt, could result in negative ratings pressure.

The principal methodology used in this rating was Regional and
Local Governments published in June 2017.

The period of time covered in the financial information used to
determine the Municipality of Oaxaca de Juarez's rating is between
01/01/2012 and 31/12/2016.



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P U E R T O    R I C O
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MAC ACQUISITION: Taps Gibson Dunn as General Bankruptcy Co-counsel
------------------------------------------------------------------
Mac Acquisition LLC, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the District of Delaware to employ
Gibson, Dunn & Crutcher LLP as their general bankruptcy and
restructuring co-counsel, effective as of October 18, 2017.

The professional services that Gibson Dunn will render are:

     (a) advise the Debtors of their rights, powers, and duties
         as debtors in possession under chapter 11 of the
         Bankruptcy Code;

     (b) prepare, on behalf of the Debtors, all necessary and
         appropriate applications, motions, proposed orders,
         other pleadings, notices, schedules, and other
         documents, and review all financial and other reports to
         be filed in these Chapter 11 Cases;

     (c) advise the Debtors concerning, and prepare responses to,
         applications, motions, other pleadings, notices, and
         other papers that may be filed and served in these
         Chapter 11 Cases;

     (d) advise the Debtors with respect to, and assist in the
         negotiation and documentation of, financing agreements
         and related transactions;

     (e) review the nature and validity of any liens asserted
         against the Debtors' property and advise the Debtors
         concerning the enforceability of such liens;

     (f) advise the Debtors regarding their ability to initiate
         actions to collect and recover property for the benefit
         of their estates;

     (g) counsel the Debtors in connection with any plan of
         reorganization and related documents;

     (h) advise and assist the Debtors in connection with any
         potential property dispositions;

     (i) advise the Debtors concerning executory contract and
         unexpired lease assumptions, assignments, and rejections
         as well as lease restructurings and recharacterizations;

     (j) assist the Debtors in reviewing, estimating, and
         resolving claims asserted against the Debtors' estates;

     (k) commence and conduct any and all litigation necessary or
         appropriate to assert rights held by the Debtors,
         protect assets of the Debtors' chapter 11 estates, or
         otherwise further the goal of completing the Debtors'
         successful reorganization;

     (l) provide corporate, employee benefit, litigation, tax,
         and other general nonbankruptcy services to the Debtors
         to the extent requested by the Debtors; and

     (m) perform all other necessary or appropriate legal
         services in connection with these Chapter 11 Cases for
         or on behalf of the Debtors.

Gibson Dunn intends to charge for its legal services on an hourly
basis equal to 95% of its ordinary and customary hourly rates in
effect on the date services are rendered, and seek reimbursement
of actual and necessary out-of-pocket expenses.

Gibson Dunn's current hourly rates are:

      Partners           $940 to $1380
      Of Counsel         $875
      Associated         $495 to $875
      Paraprofessionals  $320 to $430

Jeffrey C. Krause, partner in the law firm of Gibson, Dunn &
Crutcher LLP, attests that his firm is a "disinterested person"
within the meaning of sections 101(14) and 1107 of the Bankruptcy
Code and as required by section 327(a) of the Bankruptcy Code.

The Firm can be reached through:

     Jeffrey C. Krause, Esq.
     Gibson, Dunn & Crutcher LLP
     333 South Grand Avenue
     Los Angeles, CA 90071-3197
     Tel: +1 213.229.7995
     Fax: +1 213.229.6995
     Email: jkrause@gibsondunn.com

                     About Mac Acquisition LLC

Mac Acquisition LLC, et al. -- https://www.macaronigrill.com/ --
operate full-service casual dining restaurants under the trade
name, "Romano's Macaroni Grill."  As of Oct. 18, 2017, the company
operates 93 company-owned restaurants located in 23 states, with a
workforce of approximately 4,600 employees. Non-debtor affiliate
RMG Development franchises an additional 23 restaurants in
Florida, Hawaii, Illinois, Texas, Puerto Rico, Mexico, Bahrain,
Egypt, Oman, the United Arab Emirates, Qatar, Germany, and Saudi
Arabia.

During 2016, Mac Acquisition and RMG generated gross revenues
through restaurant sales and franchisee payments of approximately
$230 million.

On Oct. 18, 2017, Mac Acquisition LLC, and eight affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12224).
Mac Acquisition's estimated assets of $10 million to $50 million
and debt at $50 million to $100 million.

The Hon. Mary F. Walrath is the case judge.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
Delaware bankruptcy counsel; Gibson, Dunn & Crutcher LLP, as
general bankruptcy counsel; and Mackinac Partners, LLC, and
financial advisor. Donlin, Recano & Company, Inc., is the claims
agent.


MAC ACQUISITION: Hires Mackinac Partners as Restructuring Advisor
-----------------------------------------------------------------
Mac Acquisition LLC, and its debtor-affiliates seek authority from
the U.S. Bankruptcy Court for the District of Delaware to employ
Mackinac Partners LLC as their restructuring advisor and designate
Nishant Machado as President, Chief Restructuring Officer, and
Chief Executive Officer.

The services Mackinac will provide are:

     a. review and analyze the Debtors and their financial
        results, projections, and operational data;

     b. gain an understanding of the existing contractual
        arrangements and obligations with customers,
        advisors/consultants and suppliers;

     c. assist the Debtors in the preparation of cash flow
        projections and updating those projections as required;

     d. advise the Debtors with regard to the development and
        implementation of a turnaround and restructuring plan;

     e. assist the Debtors in managing key constituents,
        including communications, and meetings with, and requests
        for information made by, creditor constituents, including
        secured lenders, bondholders, vendors, customers and
        employees;

     f. provide expert testimony, if required and permitted;

     g. provide such other advisory services consistent with
        Mackinac's role as restructuring financial advisor and/or
        as requested by the Debtors and agreed to by Mackinac;
        and

     h. provide one of its professionals, namely Nishant Machado,
        to serve as President, CRO and CEO of the Debtors.

Hourly billing rates for professionals assigned to this engagement
by Mackinac are:

     Senior Managing Directors   $600-$675
     Managing Director           $450-$575
     Director                    $350-$425
     Associates and Analysts     $250-$325

Nishant Machado, Senior Managing Director of the firm Mackinac
Partners, LLC, attests that his firm does not hold or represent an
interest adverse to the Debtors' estate; and has no connection to
the Debtors, its creditors, or other parties in interest, or the
attorneys or accountants of any of the foregoing, or the U.S.
Trustee or any person employed in the Office of the U.S. Trustee.

The Firm can be reached through:

     Nishant Machado
     Mackinac Partners, LLC
     74 W. Long Lake Road, Suite 205
     Bloomfield Hills, MI 48304
     Phone: (248) 258-6900

                     About Mac Acquisition LLC

Mac Acquisition LLC, et al. -- https://www.macaronigrill.com/ --
operate full-service casual dining restaurants under the trade
name, "Romano's Macaroni Grill."  As of Oct. 18, 2017, the company
operates 93 company-owned restaurants located in 23 states, with a
workforce of approximately 4,600 employees. Non-debtor affiliate
RMG Development franchises an additional 23 restaurants in
Florida, Hawaii, Illinois, Texas, Puerto Rico, Mexico, Bahrain,
Egypt, Oman, the United Arab Emirates, Qatar, Germany, and Saudi
Arabia.

During 2016, Mac Acquisition and RMG generated gross revenues
through restaurant sales and franchisee payments of approximately
$230 million.

On Oct. 18, 2017, Mac Acquisition LLC, and eight affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-12224).
Mac Acquisition's estimated assets of $10 million to $50 million
and debt at $50 million to $100 million.

The Hon. Mary F. Walrath is the case judge.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as
Delaware bankruptcy counsel; Gibson, Dunn & Crutcher LLP, as
general bankruptcy counsel; and Mackinac Partners, LLC, and
financial advisor. Donlin, Recano & Company, Inc., is the claims
agent.


PUERTO RICO: Emergency Manager to be Installed at Utility
---------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro
Bankruptcy, reported that U.S. officials supervising Puerto Rico's
finances are installing an emergency manager at the island's
public electricity utility, in an attempt to course-correct a
disaster response that has come under congressional scrutiny.

According to the report, citing people familiar with the matter,
Puerto Rico's financial oversight board is appointing the
emergency manager to take over the public electricity monopoly,
known as Prepa, with an eye toward its eventual privatization.
The maneuver would largely wrest control of the utility away from
its board of directors and Gov. Ricardo Rossello, the report said.

More than a month after Hurricane Maria knocked out power to all
of Prepa's customers, service has been restored to roughly a
quarter of them, the report related.  Prepa's contracting
decisions in the wake of the storm, including its use of a tiny
Montana-based firm to rebuild power lines, have raised concerns
among members of Congress about how the utility was managing
federal disaster relief funds, the report further related.

The federal oversight board, which Congress created last year,
responded by tapping Noel Zamot, its top official for economic
revitalization, to assume control of Prepa's reconstruction, the
report said.  He will coordinate with other federal and local
authorities, a board spokesman said, the report added.

                      About Puerto Rico

Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70
billion, a 68% debt-to-GDP ratio and negative economic growth in
nine of the last 10 years.

The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.

The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III
of 2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ("PROMESA").

The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017.  On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").

U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases.  The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that
may be referred to her by Judge Swain, including discovery
disputes, and management of other pretrial proceedings.

Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.

The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets, as municipal investment
banker, and Ernst & Young, as financial advisor.

Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are on-board as attorneys.

McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets
Inc. is the Board's municipal investment banker.

Prime Clerk LLC is the claims and noticing agent.  Prime Clerk
maintains a case web site at:

           https://cases.primeclerk.com/puertorico

Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.

O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.

The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.

                      Bondholders' Attorneys

Toro, Colon, Mullet, Rivera & Sifre, P.S.C. and Kramer Levin
Naftalis & Frankel LLP serve as counsel to the Mutual Fund Group,
comprised of mutual funds managed by Oppenheimer Funds, Inc.,
Franklin Advisers, Inc., and the First Puerto Rico Family of
Funds,
which collectively hold over $3.5 billion in COFINA Bonds and over
$2.9 billion in other bonds issued by Puerto Rico and other
instrumentalities, including over $1.8 billion of Puerto Rico
general obligation bonds ("GO Bonds").

White & Case LLP and Lopez Sanchez & Pirillo LLC represent the UBS
Family of Funds and the Puerto Rico Family of Funds, which hold
$613.3 million in COFINA bonds.

Paul, Weiss, Rifkind, Wharton & Garrison LLP, Robbins, Russell,
Englert, Orseck, Untereiner & Sauber LLP, and Jimenez, Graffam &
Lausell are co-counsel to the ad hoc group of General Obligation
Bondholders, comprised of Aurelius Capital Management, LP,
Autonomy Capital (Jersey) LP, FCO Advisors LP, Franklin Mutual
Advisers LLC, Monarch Alternative Capital LP, Senator Investment
Group LP, and Stone Lion Capital Partners L.P.

Quinn Emanuel Urquhart & Sullivan, LLP and Reichard & Escalera are
co-counsel to the ad hoc coalition of holders of senior bonds
issued by COFINA, comprised of at least 30 institutional holders,
including Canyon Capital Advisors LLC and Varde Investment
Partners, L.P.

Correa Acevedo & Abesada Law Offices, P.S.C., is counsel to Canyon
Capital Advisors, LLC, River Canyon Fund Management, LLC, Davidson
Kempner Capital Management LP, OZ Management, LP, and OZ
Management II LP (the QTCB Noteholder Group).

                           Committees

The U.S. Trustee formed a nine-member Official Committee of
Retirees and a seven-member Official Committee of Unsecured
Creditors of the Commonwealth.  The Retiree Committee tapped
Jenner & Block LLP and Bennazar, Garcia & Milian, C.S.P., as its
attorneys.  The Creditors Committee tapped Paul Hastings LLP and
O'Neill & Gilmore LLC as counsel.


WHITEFISH ENERGY: P.R. Governor Calls for Cancellation of Contract
------------------------------------------------------------------
EFE News reports that Puerto Rico Gov. Ricardo Rossello asked the
board of the island's Electric Power Authority (AEE) to nullify
the controversial "sweetheart deal" contract with Whitefish Energy
Holdings, the firm that had been tapped to help get the island's
electric power grid up and running after the devastating passage
of Hurricane Maria.

The AEE's hiring of Whitefish, a Montana firm, had been severely
criticized and questioned when the $300 million price tag for the
firm's services became public knowledge and because the company
has only been in business for two years with two fulltime
employees, according to EFE News.


                            ***********


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, Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A.
Chapman, Editors.

Copyright 2017.  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 Joseph Cardillo at
856-381-8268.


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