/raid1/www/Hosts/bankrupt/TCRLA

/raid1/www/Hosts/bankrupt/TCRLA_Public/171206.mbx T R O U B L E D C O M P A N Y R E P O R T E R L A T I N A M E R I C A Wednesday, December 6, 2017, Vol. 18, No. 242 Headlines A R G E N T I N A BANCO BC: Moody's Withdraws B3 LT Deposit Rating; Outlook Positive B R A Z I L BRAZIL: Analysts Expect Economy to Grow Nearly 1% This Year CYRELA BRAZIL: Fitch Affirms BB- IDR; Outlook Stable BANCO FATOR: Fitch Corrects November 30 Release TERRAVIA HOLDINGS: January 8 Plan Confirmation Hearing TERRAVIA HOLDINGS: Wants to Keep Plan Exclusivity Until Feb. 28 D O M I N I C A N R E P U B L I C DOMINICAN REPUBLIC: Medina Swears in Competitiveness Council DOMINICAN REPUBLIC: Unfair Competition is Industries' Top Hurdle DOMINICAN REPUBLIC: Economic Activity Post Modest 4.3% Growth J A M A I C A JAMALCO: Plant Sale Could be Among Noble Group's Plans to Cut Debt P U E R T O R I C O BEBE STORES: Stockholders Elected Five Directors to Board BEBE STORES: Extends GBG Transition Services Pact Until Nov. 2018 TOYS R US: Seeks Court Approval of Sr. Executive Incentive Plan V E N E Z U E L A VENEZUELA: President Creates Cryptocurrency Petro - - - - - ================= A R G E N T I N A ================= BANCO BC: Moody's Withdraws B3 LT Deposit Rating; Outlook Positive ------------------------------------------------------------------ Moody's Latin America Agente de Calificacion de Riesgo (MLA) has withdrawn all Banco BC S.A.'s ratings following the closing of its merger with Banco Comafi S.A. The following ratings were withdrawn: Issuer: Banco BC S.A. Long-term global local currency deposit rating, previously rated B3 with positive outlook Argentina long-term national scale local currency deposit rating, previously rated Baa1.ar with stable outlook RATINGS RATIONALE The withdrawal follows Banco BC S.A.'s merger into Banco Comafi S.A.'s, which took place on 28 November 2017, as a result of which Banco BC S.A. ceased to exist as a separate legal entity. All of Banco BC's assets and liabilities have been directly assumed by Banco Comafi S.A., formerly Banco BC's sole shareholder. Please refer to the Moody's Investors Service's Policy for Withdrawal of Credit Ratings, available on its website, www.moodys.com.ar. =========== B R A Z I L =========== BRAZIL: Analysts Expect Economy to Grow Nearly 1% This Year ----------------------------------------------------------- EFE News reports that private sector economists have revised their 2017 growth forecast for Brazil's gross domestic product (GDP) upward from 0.73 percent to 0.89 percent, the Central Bank said. The government said Latin America's largest economy had grown for three straight quarters following a severe two-year recession, according to EFE News. As reported in the Troubled Company Reporter-Latin America on Nov. 14, 2017, Fitch Ratings has affirmed Brazil's Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB' with a Negative Outlook. CYRELA BRAZIL: Fitch Affirms BB- IDR; Outlook Stable ---------------------------------------------------- Fitch Ratings has affirmed Cyrela Brazil Realty S.A. Empreendimentos e Participacoes' (Cyrela) Foreign and Local Currency Issuer Default Ratings (IDR) at 'BB-'. At the same time, Fitch has affirmed the long-term national scale at 'A+(bra)'. The Rating Outlook for Cyrela's corporate ratings is Stable. Cyrela's ratings reflect the company's strong business position and conservative financial strategy, supported by a conservative capital structure, a historically strong liquidity and an adequate debt profile for the industry risks. Cyrela's financial flexibility is well superior compared with the majority of its peers in the industry. The ratings are limited by the volatile nature of the industry and operating cash flow generation, strongly dependent on macroeconomic conditions. Over the last couple of years, the severe economic environment in Brazil materially affected the homebuilding industry, which resulted in the weakening of Cyrela's operating margins and a substantial increase in leverage that has been historically low. The ratings consider Fitch's expectation of a gradual recovery in Cyrela's cash flow generation during 2018. In Fitch's opinion, the expected reduction of costs from projects under construction, the expected volume of project deliveries in 2017 and 2018 and inventory sale should continue to benefit operational cash generation. The analysis also incorporates an expected reduction of net leverage to historical levels during 2018. Cyrela is exposed to the cyclicality and volatility of the homebuilding industry, which is highly correlated with the local economy. Fitch believes the homebuilding industry is strongly vulnerable to economic slowdown, unemployment and interest rates, consumer confidence and restrictions in lines of credit. The sector is also subject to a volatile demand and strong working capital needs to support the long cycle of its business. Fitch expects a gradual improvement in the fundamentals for the homebuilding sector in 2018, with a slow recovery of business environment. This improvement is based, among others, in Fitch's projections of 2.5% GDP growth in 2018 and strong interest rates reduction and inflation in Brazil during 2017. The consumer confidence recovery and slight reduction in the population indebtedness should also benefit demand. However, demand improvement should be slow. KEY RATING DRIVERS Cash Flow Generation to Slowly Improve: Fitch expects cash flow generation to gradual improve in 2018, supported by project deliveries and sale of inventory. Cyrela's cash flow generation remained pressured by weak operating margins and sales cancellations. Fitch estimates that Cyrela generated CFFO of about BRL400 million in the LTM ended September 2017, excluding the impact of the deconsolidation of one of its controlling companies (JV MAC Empreendimentos Imobiliarios Ltda), compared with BRL301 million in 2016 and BRL990 million in 2015. Free cash flow (FCF) was BRL825 million in the period, after dividends of BRL36 million and investments of BRL45 million, and was used to reduce debt. The deconsolidation of JV MAC, as it will be discontinued in the future, affected Cyrela's financials. However, the impact on the company's cash flow was neutral. Cyrela's operational cash flow is inflated by about BRL500 million, and this impact was offset by a reduction in the same proportion in other investments, resulting in a neutral impact on the cash at the end of the period. In Fitch's opinion, Cyrela will preserve a more defensive and conservative strategy for project launches until it has a clearer signs of more favourable economic conditions, with annual project launches up to BRL3 billion and concentrated in Sao Paulo. Stronger FCF generation could lead to higher dividend distribution. However, Cyrela will have the challenge to increase project launches, manage higher working capital needs and construction costs of new projects, as well as reduce the company's high inventory of finished units, in a business environment with still slow recovery. As of Sept. 30, 2017, the company had receivables that will mature in the next 24 months, net of cost to be incurred, of BRL1.5 billion, a strong position to face SFH debt maturities even considering the high level of finished inventory. Programmed project deliveries of BRL4.7 billion up to the end of 2018 may also benefit the company's cash flow. Cyrela delivered BRL2.8 billion in the first nine months of 2017 and BRL6.1 billion in 2016. Gradual Improvement in Operating Margins: Cyrela's operating margins significantly reduced since 2015, and Fitch expects adjusted EBITDA (excluding financial expenses allocated to costs) to gradual recover to about BRL415 million in 2018. The company's operating margins are volatile, with strong dependence on local business environment, moment in the construction cycle due to revenues recognition method and instability of project launches. In the LTM ended Sept. 30, 2017, the company generated adjusted EBITDA of BRL238 million, a sharp reduction compared with BRL499 million in 2016 and BRL855 million in 2015. EBITDA margin reached its historical lower level of 8.5%. This reduction was due to still high sales cancellations, strategy to stimulate inventory sale with discounts and a provision of BRL122 million due to an accident in Grand Parc project in Vitoria, recognized by Cyrela during the second quarter 2017. Excluding this non-recurring event, adjusted EBITDA would be about BRL360 million, with an EBITDA margin of 12.9%. High Finished Inventory Remains a Concern: Despite improvements in important macroeconomic variables, the sector's business environment still does not present considerable positive developments. As of Sept. 30, 2017, total inventory had an estimated market value of BRL5.2 billion and about 41% consisted of finished units. Fitch expects finished inventory to further increase in the short term, as 29% of units under construction will be delivered by the end of 2018. The delivery of BRL1.1 billion in finished inventory more than offset the BRL683 million sales of finished inventory in the first nine months of 2017 (considering 100% participation). Cyrela's sales speed remained low in 2017, pressured by low project launches and high sales cancellations. The average sales over supply ratio, net of cancellations, was 8.5% per quarter in the first nine months of 2017, compared to 8.9% per quarter in 2016 and 10.5% per quarter in 2015 Leverage to Reduce: Fitch expects net leverage to return to historical levels during 2018. Cyrela's weak operating results led to a leverage increase in the last couple of years. In the LTM ended September 2017, net debt/adjusted EBITDA ratio was 4.3x, compared with 3.1x in 2016 and an average of 1.8x between 2013 and 2015. Excluding the provision due to an accident in Grand Parc project, net leverage was 3.2x in the LTM ended September 2017. As of Sept. 30, 2017, total debt was BRL3.1 billion and net debt was BRL1.5 billion, compared with net debt of BRL1.7 billion in December 2016. The cash flow ratio, measured as total receivables on the balance sheet plus total inventory plus revenue to be booked over net debt plus acquisition of property for development plus cost to be incurred of units sold remained strong at 3.5x in September 2017, above the industry's average. Volatile Business Environment: Fitch expects a gradual improvement in the fundamentals for the homebuilding sector in 2018, with a slow recovery of business environment. Some key factors for the industry already show signs of improvement; however, Fitch has a cautious view on demand recovery during 2018, especially for the middle and high income segments. Demand growth will depend on availability of housing credit, positive perception by homebuyers of economic recovery and expectation that housing prices have already reached the bottom. Fitch expects the positive effect in the homebuilders' financials to take longer due to the nature of the sector and its long operating cycle. DERIVATION SUMMARY Cyrela is one of the largest developers in Brazil's real estate industry, with a strong franchise and solid landbank. The company has a longstanding specialization in residential projects, with good access to appropriate funding sources for the development of its projects. Cyrela has a more conservative financial strategy than peers and historically preserved high cash reserves and extended debt amortization profile. The sector's long cash flow cycle makes liquidity a key rating factor. Cyrela's operating results were negatively impacted by the instable business environment in Brazil in the last couple of years. As the majority of Brazilian homebuilders, cancellation of sales contracts considerably increased, inventory of finished units increased and operating margins reduced. However, the magnitude and negative impact on the homebuilders' credit quality was much differentiated. Cyrela's ratings incorporate the expectation of a gradual recovery in operational cash flow, while other homebuilders, like Gafisa S.A. (B(bra)/Watch Negative), Moura Dubeux Engenharia S.A. (C(bra)) and Queiroz Galvao Desenvolvimento Imobiliario S.A. (C(bra)) should struggle to recover its credit metrics. MRV Engenharia e Participacoes S.A. (AA-(bra)/Outlook Stable) and Construtora Tenda S.A. (BBB+(bra)/Stable) operate in the low income segment and have been successful in preserving more conservative operating metrics. KEY ASSUMPTIONS Fitch's key assumptions within Fitch rating case for the issuer include: -- Project launches around BRL3 billion per year; -- Adjusted EBITDA margin to recover to about 14% in 2018; -- Cash position to remain strong. RATING SENSITIVITIES Future Developments That May, Individually or Collectively, Lead to Positive Rating Action -- Return of operating margins to historical levels; -- Sales cancellations and inventory reduction to more conservative levels; -- Net leverage to return to historical levels. Future Developments That May, Individually or Collectively, Lead to Negative Rating Action -- Material reduction in operating margins; -- Continued high sales cancellations negatively impacting cash flow generation; -- Cash-to-short-term corporate debt coverage falls to below 1.3x; -- Total receivables on the balance sheet plus total inventory plus revenue to be booked over net debt plus acquisition of property for development plus cost to be incurred of units sold ratio consistently below 2.5x. LIQUIDITY Strong Liquidity: Cyrela's ratings remain supported by the company's conservative financial strategy. The company has historically reported strong liquidity and a well-distributed corporate debt maturity profile. As of Sept. 30, 2017, cash and marketable securities was BRL1.6 billion and covered by more than 100% total corporate debt of BRL1.2 billion. The company had BRL1.9 billion of total debt due by the end of 2018 and BRL651 million due in 2019, of which BRL653 million and BRL366 million, respectively, are related to corporate debt. Cyrela has an adequate debt profile, with 62% of total debt composed of credit lines from SFH (Housing Financial System). The company has no exposure to FX risk and total debt is denominated in reais. FULL LIST OF RATING ACTIONS Fitch has affirmed Cyrela's ratings as follows: Cyrela Brazil Realty S.A. Empreendimentos e Participacoes -- FC IDR at 'BB-'; -- LC IDR at 'BB-'; -- Long Term National Scale at 'A+(bra)'. The Rating Outlook for Cyrela's corporate ratings is Stable. BANCO FATOR: Fitch Corrects November 30 Release ----------------------------------------------- This is an amended version of a release that went out Nov. 30, 2017 and corrects the rating actions list. Fitch Ratings has reviewed the ratings for the following Brazilian small and midsized banks: -- Banco Triangulo S.A. (Triangulo) -- Banco Inter S.A. (Inter) -- Banco Rendimento S.A. (Rendimento) -- BR Partners S.A. (BR Partners) -- Banco BS2 S.A. (BS2) -- Banco Pine S.A. (Pine) -- Banco Fator S.A. (Fator) -- Banco BMG S.A. (BMG) For further details of these entities, as well as for regulatory information, please see the individual press releases for each bank published and available at 'www.fitchratings.com' and 'www.fitchratings.com.br'. Fitch has taken the following rating actions: Fator -- Long-Term National Rating downgraded to 'BB(bra)' from 'BBB- (bra)'; Outlook Stable; -- Short-Term National Rating downgraded to 'B(bra)' from 'F3(bra)'; BMG -- Long-Term Foreign Currency Issuer Default Rating (IDR) downgraded to 'B+' from 'BB-'; Outlook Negative; -- Short-Term Foreign Currency IDR affirmed at 'B'; -- Long-Term Local Currency IDR downgraded to 'B+' from 'BB-'; Outlook Negative; -- Short-Term Local Currency IDR affirmed at 'B'; -- Viability Rating downgraded to 'b+' from 'bb-'; -- Support Rating affirmed at '5'; -- Support Rating Floor 'No Floor'; -- National Long-Term rating downgraded to 'A-(bra)' from 'A(bra)'; Outlook Negative; -- National Short-Term rating affirmed at 'F2(bra)'; -- Subordinated notes due 2019 & 2020 long-term foreign currency rating affirmed at 'B-'/'RR6'. BS2 -- Long-Term Foreign and Local Currency IDRs affirmed at 'B+'; Outlook Stable; -- Short-Term Foreign and Local Currency IDRs affirmed at 'B'; -- Viability Rating affirmed at 'b+'; -- Long-term National Rating affirmed at 'BBB(bra)'; Outlook Stable; -- Short-Term National Rating affirmed at 'F3(bra)'; -- Support Rating affirmed at '5'; -- Support Rating Floor affirmed at 'NF'. Banco Pine S.A. -- Long-Term Foreign and Local Currency IDRs affirmed at 'B+'; Outlook Negative; -- Short-Term Foreign and Local Currency IDRs affirmed at 'B'; -- Long-term National Rating affirmed at 'BBB+(bra)'; Outlook Negative; -- Short-Term National Rating affirmed at 'F2(bra)'; -- Viability Rating affirmed at 'b+'; -- Support Rating affirmed at '5'; -- Support Rating Floor affirmed at 'NF'; -- Huaso Bonds Program expiring in 2022 affirmed at 'BBB-(cl)'; Outlook Negative; -- Huaso Bonds due Dec. 10, 2017 affirmed at 'BBB-(cl)'; Outlook Negative. Inter -- Long-Term National Rating affirmed at 'BBB(bra)'; Outlook Revised to Positive from Stable; -- Short-Term National Rating affirmed at 'F3(bra)'; Rendimento -- Long-Term National Rating affirmed at 'A-(bra)'; Outlook Stable; -- Short-Term National Rating affirmed at 'F2(bra)'; Triangulo -- Long-Term National Rating upgraded to 'A(bra)' from 'A-(bra)'; Outlook Stable; -- Short-Term National Rating upgraded to 'F1(bra)' from 'F2(bra)'; BR Partners -- Long-Term National Rating affirmed at 'BBB+(bra)'; Outlook Stable; -- Short-Term National Rating affirmed at 'F2(bra)'. TERRAVIA HOLDINGS: January 8 Plan Confirmation Hearing ------------------------------------------------------ Terravia Holdings, Inc. and affiliates filed with the U.S. Bankruptcy Court for the District of Delaware a combined disclosure statement and chapter 11 plan of liquidation dated November 16, 2017, which contemplates the liquidation and dissolution of the Debtors and the resolution of all outstanding Claims and Interests. On November 16, 2017, the Bankruptcy Court entered the Interim Order conditionally approving the Combined Disclosure Statement and Plan. The Confirmation Hearing has been scheduled for January 8, 2018 at 1:00 p.m. to consider (a) final approval of the Combined Disclosure Statement and Plan and (b) confirmation of the Combined Disclosure Statement and Plan. The Court has fixed December 29, 2017 as the voting deadline. Any objection to final approval of the Combined Disclosure Statement and Plan must be filed and served by no later than December 29, 2017 (prevailing Eastern Time). Under the Plan, each holder of an allowed Convenience Claim under Class will receive payment in cash equal to such allowed convenience claim. However, if the aggregate of all Convenience Claims exceeds $500,000, the amount in the Convenience Claim Pool, each Class 4 Creditor will receive its Ratable Share of the Convenience Claim Pool. Class 4 initially will consist of all General Unsecured Claims that are not Notes Claims that total $20,000 or less. Payment to Class 4 is in lieu of any treatment as a Class 5 Creditor. Any unsecured creditor with a General Unsecured Claim that is not a Notes Claim above $20,000 electing treatment as a Convenience Claim must affirmatively do so on its Class 5 Ballot. Any funds from the Convenience Claim Pool remaining after satisfaction of all Allowed Convenience Claims will be available for distribution to holders of Allowed General Unsecured Claims. Each holder of an Allowed General Unsecured Claim under Class 5 will receive its Ratable Share of the remaining Sale Proceeds and other assets of the Estates following: (a) payment in full in Cash or such other treatment as to render Unimpaired all DIP Facility Claims, Administrative Expense Claims, Professional Fee Claims, Other Secured Claims, Other Priority Claims and SVB Facility Claims; and (b) funding of the Convenience Claim Pool under the Combined Disclosure Statement and Plan. Further, any Creditor electing treatment as a Class 4 Convenience Claim will not be eligible to receive any treatment or distribution as a Class 5 Creditor. Estimated allowed Class 5 claims is $181,253,700, and the projected recovery for this class is 12.25%. Immediately following the occurrence of the Effective Date, (a) the respective boards of directors and managers of each of the Debtors will be terminated and the members of each of the boards of directors and managers of the Debtors will be deemed to have resigned and (b) each of the Debtors will continue to exist as Liquidating Debtors after the Effective Date in accordance with the respective laws of the state under which each such Debtor was formed and pursuant to their respective certificates of incorporation, bylaws, articles of formation, operating agreements and other organizational documents in effect prior to the Effective Date, except to the extent such organizational documents are amended under the Combined Disclosure Statement and Plan, for the limited purposes of liquidating all of the assets of the Estates and making distributions in accordance with the Combined Disclosure Statement and Plan. On the Effective Date, TerraVia will issue one share of stock in Liquidating TerraVia to the Plan Administrator, which will hold such share of stock, and such share of stock will remain outstanding until Liquidating TerraVia is dissolved in accordance with the Combined Disclosure Statement and Plan. A full-text copy of the Combined Plan and Disclosure Statement is available at: https://tinyurl.com/y8dry5uj About TerraVia Headquartered in South San Francisco, California, TerraVia Holdings, Inc. (NASDAQ:TVIA) -- http://www.terravia.com/-- is a plant-based food, nutrition and specialty ingredients company that harnesses the power of algae, the mother of all plants and earth's original superfood. TerraVia also manufactures a range of specialty personal care ingredients for key strategic partners. On Aug. 2, 2017, TerraVia Holdings, Inc., and its wholly-owned U.S. subsidiaries filed voluntary petitions under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 17-11655). The subsidiary debtors in the Chapter 11 cases are Solazyme Brazil LLC and Solazyme Manufacturing 1, LLC. The Debtors sought bankruptcy protection after reaching a deal to sell the assets to Corbion N.V. for $20 million in cash plus the assumption of liabilities. The Debtors hired Davis Polk & Wardwell LLP as their lead counsel and Richards, Layton & Finger, P.A., as co-counsel. Kurtzman Carson Consultants LLC is the Debtors' claims agent. No official committee of unsecured creditors has been appointed in the Chapter 11 case. TERRAVIA HOLDINGS: Wants to Keep Plan Exclusivity Until Feb. 28 --------------------------------------------------------------- TerraVia Holdings, Inc. (formerly known as Solazyme, Inc.) and certain of its subsidiaries request the U.S. Bankruptcy Court for the District of Delaware for a 90-day extension of the exclusive periods to file a chapter 11 plan through February 28, 2018, and to solicit votes on the plan through April 30, 2018. A hearing on the Debtors' request is set for January 8, 2018, at 1:00 p.m. Objections are required to be filed and served no later than December 13, 2017. Following the consummation of the sale transactions on September 26 and 28, 2017, the Debtors seek to wind down these Chapter 11 Cases through a plan confirmation process. The Debtors assert that closing the Sales require the focused effort of their workforce and professionals. On October 31, 2017, the Debtors filed the Combined Disclosure Statement and Chapter 11 Plan of Liquidation Proposed by the Debtors. Since the closing date, the Debtors have devoted significant time and effort to assisting with the transition of the assets to the purchasers in as seamless a manner as possible. The Debtors have also taken numerous other steps to conclude these Chapter 11 Cases, including, but not limited, (a) establishing a bar date for filing proofs of claim and (b) rejecting the non-residential real property lease of their headquarters. Most significantly, the Debtors recently obtained interim approval from the Court of its Combined Disclosure Statement and Plan for solicitation purposes only. The Court has scheduled a hearing to consider confirmation of the Combined Disclosure Statement and Plan for January 8, 2018. The Debtors, however, require additional time to pursue confirmation of the Combined Disclosure Statement and Plan (beyond the 60 days currently afforded under the initial Exclusive Solicitation Period) and to address any unforeseen delays experienced in connection with such efforts. The Debtors claim that the requested extensions will give them full and fair opportunity to complete their solicitation and confirmation process without the distraction, cost and delay of a competing plan process. About TerraVia Headquartered in South San Francisco, California, TerraVia Holdings, Inc. (NASDAQ:TVIA) -- http://www.terravia.com/-- is a plant-based food, nutrition and specialty ingredients company that harnesses the power of algae, the mother of all plants and earth's original superfood. TerraVia also manufactures a range of specialty personal care ingredients for key strategic partners. On Aug. 2, 2017, TerraVia Holdings, Inc., and its wholly-owned U.S. subsidiaries filed voluntary petitions under chapter 11 of title 11 of the United States Code (Bankr. D. Del. Lead Case No. 17-11655). The subsidiary debtors in the Chapter 11 cases are Solazyme Brazil LLC and Solazyme Manufacturing 1, LLC. The Debtors sought bankruptcy protection after reaching a deal to sell the assets to Corbion N.V. for $20 million in cash plus the assumption of liabilities. The Debtors hired Davis Polk & Wardwell LLP as their lead counsel and Richards, Layton & Finger, P.A., as co-counsel. Kurtzman Carson Consultants LLC is the Debtors' claims agent. No official committee of unsecured creditors has been appointed in the Chapter 11 case. =================================== D O M I N I C A N R E P U B L I C =================================== DOMINICAN REPUBLIC: Medina Swears in Competitiveness Council ------------------------------------------------------------ Dominican Today reports that Dominican Republic President Danilo Medina administered the oath to the entire National Competitiveness Council, and headed its first meeting of its Consultative Council, as part of the strategic alliance between the private sector and public sector. During the Competitiveness Council's first ordinary meeting of the plenary, President Medina issued executive order 429-17 that creates the regulations for the Plenary functions, according to Dominican Today. The report notes that President Medina also issued executive order 430-17, which incorporates the tourism card fee to the price of airfares, starting Jan. 1. Also issued was executive order 431-17, which creates the National Committee for Trade Facilitation, to expedite exports, as agreed with the World Trade Organization, the report relays. President Medina also signed a bill to streamline the processes to create companies, with a bill to be sent to Congress in the coming days, according to Competitiveness executive director, Rafael Paz, the report adds. As reported in the Troubled Company Reporter-Latin America on Nov. 20, 2017, Fitch Ratings has affirmed Dominican Republic's Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB-' with a Stable Outlook. DOMINICAN REPUBLIC: Unfair Competition is Industries' Top Hurdle ---------------------------------------------------------------- Dominican Today reports that unfair competition and contraband have become the principal factors of concern for Dominican Republic's industrialists, an index rereleased reveals. Unfair competition and smuggling became the main factor of concern in the July-September 2017 quarter, with 16% occupying the first place in the Ranking of negative Factors to competitiveness, as "cost of raw materials" and "tax burden" dispute second place with 14% each. The "tax burden" is second or first place of concern since the Index emerged in the first quarter of 2015, whereas the cost of raw materials is new factor considered among the first three negatives, going from fifth spot in the first half this year, to second place, in the Ranking of Dominican Republic's Industries Association (AIRD), according to Dominican Today. The Ranking is prepared as part of the Industrial Situation Survey that the AIRD conducts quarterly and which, on this occasion, corresponded to the period July-September 2017, the report notes. The "competition of imported products" had three consecutive quarters in third place, but this year it moves to fourth place, the report relays. "Overall, there are 14 factors that are considered key for a competitive national industry. The ranking determines in order of importance which are the main factors that negatively affect the competitiveness of the industrial sector, as well as its importance and weight in a conjuncture of given period," the ranking says, quoted by acento.com.do, the report says. As reported in the Troubled Company Reporter-Latin America on Nov. 20, 2017, Fitch Ratings has affirmed Dominican Republic's Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB-' with a Stable Outlook. DOMINICAN REPUBLIC: Economic Activity Post Modest 4.3% Growth ------------------------------------------------------------- Dominican Today reports that the economic activity posted an inter-annual growth of 4.3%, below the 5.3% in the same month last year, Dominican Republic's Central Bank said in a statement. It said the reduction of bank reserve contributed to the recovery of consumption and investment, especially "after the economic activity was significantly impacted in September due to the adverse effects of hurricanes Irma and Maria, which kept production activities paralyzed for 3 days at a national level and up to 10 days in some provinces of the country," according to Dominican Today. Although the Central Bank posted data for October, it has yet to publish figures on economic behavior for September, the report relays. Loans The Central Bank also affirmed that loans to the private sector jumped by RD$44.0 billion since the bank reserve was reduced on August 1. "This represented a year-on-year growth of 11.1% of private loans at the end of November," the report relays. As reported in the Troubled Company Reporter-Latin America on Nov. 20, 2017, Fitch Ratings has affirmed Dominican Republic's Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB-' with a Stable Outlook. ============= J A M A I C A ============= JAMALCO: Plant Sale Could be Among Noble Group's Plans to Cut Debt ------------------------------------------------------------------ RJR News, citing Bloomberg News, reports that the sale of Jamaican alumina plant (Jamalco) could be among plans presented by Noble Group when it met with bondholders for crisis talks to restructure about US$3.5 billion in debt, the report says. Jamaica's Mining Minister, Mike Henry, in a subsequent interview with RJR News, said the sale of the Jamalco shares was not likely to materialise. Noble Group purchased 55 per cent of Jamalco from Alcoa in 2014 for a reported US$140 million, the report notes. The other 45 per cent of the company is retained by the Jamaican Government through Clarendon Alumina Partners. RJR News says Noble Group has resorted to selling four dry bulk carrier vessels for about US$95 million as it looks to cut debt to keep its business running. A statement from Noble said net proceeds from the disposal, following repayment of bank loans associated with the ships and other costs, will amount to about US$30 million, according to RJR News. Noble said the sale of the vessels was expected to close next year between March 10 and May 31 and would not significantly affect the operations of its freight business, the report says. Noble, once a global commodity trader with ambitions to rival the likes of Glencore, has shriveled to an Asia-centric company, focused largely on coal and freight trading after a crisis-wracked two years that have forced it to slash jobs and sell assets, the report relays. Last month, the company said it had started talks with stakeholders to restructure its debt and secure trade finances, the report discloses. More Trouble Meanwhile, the Noble Group is facing more trouble, the report relays. Reuters is reporting that its market value has whittled down to US$150 million as investors assess whether the embattled commodity trader can manage to renegotiate its debt burden with banks, funds and bondholders, the report discloses. At its peak, Noble Group was worth more than US$10 billion, the report says. The company has been in a downward spiral since 2015 with Fitch Ratings declaring that a default on its loans appears probable, the report relays. The relentless retreat in the shares, which have sunk more than 90 per cent this year as the company sold more assets and reported further losses, has crushed the value of holdings, including stock held by founder Richard Elman, the report adds. ====================== P U E R T O R I C O ====================== BEBE STORES: Stockholders Elected Five Directors to Board --------------------------------------------------------- An annual meeting of shareholders for bebe stores inc. was held in Los Angeles, California, on Nov. 29, 2017, at which the shareholders elected Brett Brewer, Corrado Federico, Robert Galvin, Seth Johnson and Manny Mashouf as directors. The shareholders also approved: (a) the compensation of the Company's named executive officers; (b) the three year frequency of future advisory votes on executive compensation; and (c) an amendment to the Amended and Restated Bylaws to reduce the minimum size of the Board of Directors from five members to three members and the maximum size from nine members to five members, with the final decision whether to proceed with the filing of the amendment to be determined by the Board of Directors, in its discretion, following stockholder approval, but not later than Dec. 15, 2018. About bebe stores inc. Based in Brisbane, California, bebe stores inc. (NASDAQ: BEBE) -- http://www.bebe.com/-- is a women's retail clothier established in 1976. The brand develops and produces a line of women's apparel and accessories, which it markets under the Bebe, BebeSport, and Bebe Outlet names. Manny Mashouf founded bebe stores, inc. and has served as chairman of the Board since the Company's incorporation in 1976. Mr. Mashouf became the chief executive officer starting February 2016. He previously served as the Company's CEO from 1976 to February 2004 and again from January 2009 to January 2013. Mr. Mashouf is the uncle of Hamid Mashouf, the Company's chief information officer. The Company operated brick-and-mortar stores in the United States, Puerto Rico and Canada. The Company had 142 retail stores before ending all retail operations in the U.S. by May 27, 2017. As of July 1, 2017, the Company had no remaining stores and had fully impaired, all of its remaining long-lived assets at its corporate offices and distribution center because of the shut-down of its operations. bebe stores reported a net loss of $138.96 million on $0 of net sales for the fiscal year ended July 1, 2017, compared to a net loss of $27.48 million on $0 of net sales for the fiscal year ended July 2, 2016. As of Sept. 30, 2017, bebe stores had $30.87 million in total assets, $39.21 million in total liabilities and a total shareholders' deficit of $8.34 million. The report from the Company's independent registered public accounting firm Deloitte & Touche LLP, in San Francisco, California, for the year ended Dec. 31, 2016, includes an explanatory paragraph stating that the Company has incurred recurring losses from operations and negative cash flows from operations and expects significant uncertainty in generating sufficient cash to meet its obligations and sustain its operations, which raises substantial doubt about its ability to continue as a going concern. BEBE STORES: Extends GBG Transition Services Pact Until Nov. 2018 ----------------------------------------------------------------- bebe stores, inc., and GBG USA Inc. entered into a first amendment to transition services agreement pursuant to which the Company agreed to extend the provision of certain transitional services relating to the Company's website and international wholesale business through Nov. 30, 2018. GBG agreed to pay the Company a monthly fee to compensate the Company for its costs and expenses for providing the services. The First Amendment amends the Transition Services Agreement entered into between the parties on May 30, 2017. About bebe stores inc. Based in Brisbane, California, bebe stores inc. (NASDAQ: BEBE) -- http://www.bebe.com/-- is a women's retail clothier established in 1976. The brand develops and produces a line of women's apparel and accessories, which it markets under the Bebe, BebeSport, and Bebe Outlet names. Manny Mashouf founded bebe stores, inc. and has served as chairman of the Board since the Company's incorporation in 1976. Mr. Mashouf became the chief executive officer beginning February 2016. He previously served as the Company's CEO from 1976 to February 2004 and again from January 2009 to January 2013. Mr. Mashouf is the uncle of Hamid Mashouf, the Company's chief information officer. The Company operated brick-and-mortar stores in the United States, Puerto Rico and Canada. The Company had 142 retail stores before ending all retail operations in the U.S. by May 27, 2017. As of July 1, 2017, the Company had no remaining stores and had fully impaired, all of its remaining long-lived assets at its corporate offices and distribution center because of the shut-down of its operations. bebe stores reported a net loss of $138.96 million on $0 of net sales for the fiscal year ended July 1, 2017, compared to a net loss of $27.48 million on $0 of net sales for the fiscal year ended July 2, 2016. As of Sept. 30, 2017, bebe stores had $30.87 million in total assets, $39.21 million in total liabilities and a total shareholders' deficit of $8.34 million. The report from the Company's independent registered public accounting firm Deloitte & Touche LLP, in San Francisco, California, for the year ended Dec. 31, 2016, includes an explanatory paragraph stating that the Company has incurred recurring losses from operations and negative cash flows from operations and expects significant uncertainty in generating sufficient cash to meet its obligations and sustain its operations, which raises substantial doubt about its ability to continue as a going concern. TOYS R US: Seeks Court Approval of Sr. Executive Incentive Plan --------------------------------------------------------------- BankruptcyData.com reported that Toys "R" Us filed with the U.S. Bankruptcy Court a motion for entry of an order approving the Debtors' senior executive incentive plan (SEIP). The motion explains, "the Debtors developed the SEIP for 17 senior members of the management team as part of an overall compensation package that is both consistent with the Debtors' historical compensation programs and offers payments similar to its peers. The total amount available for payment under the SEIP on an annual basis is $16 million at the Target Threshold. That amount could double if management attained its 'stretch' goal -- a result the Debtors will find very difficult to achieve. The SEIP Participants are at the forefront of the Debtors' most important endeavours: executing on daily performance and leading Toys "R" US through its restructuring. The importance of having these individuals fully incentivized cannot be overstated." The Court scheduled a December 5, 2017 hearing on the motion. About Toys "R" Us Toys "R" Us, Inc., is an American toy and juvenile-products retailer founded in 1948 and headquartered in Wayne, New Jersey, in the New York City metropolitan area. Merchandise is sold in 880 Toys "R" Us and Babies "R" Us stores in the United States, Puerto Rico and Guam, and in more than 780 international stores and more than 245 licensed stores in 37 countries and jurisdictions. Merchandise is also sold at e-commerce sites including Toysrus.com and Babiesrus.com. On July 21, 2005, a consortium of Bain Capital Partners LLC, Kohlberg Kravis Roberts and Vornado Realty Trust invested $1.3 billion to complete a $6.6 billion leveraged buyout of the company. Toys "R" Us is now a privately owned entity but still files with the Securities and Exchange Commission as required by its debt agreements. The Company's consolidated balance sheet showed $6.572 billion in assets, $7.891 billion in liabilities, and a stockholders' deficit of $1.319 billion as of April 29, 2017. Toys "R" Us, Inc., and certain of its U.S. subsidiaries and its Canadian subsidiary voluntarily filed for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. Case No. 17-34665) on Sept. 19, 2017. In addition, the Company's Canadian subsidiary voluntarily commenced parallel proceedings under the Companies' Creditors Arrangement Act ("CCAA") in Canada in the Ontario Superior Court of Justice. The Company's operations outside of the U.S. and Canada, including its 255 licensed stores and joint venture partnership in Asia, which are separate entities, are not part of the Chapter 11 filing and CCAA proceedings. Grant Thornton is the monitor appointed in the CCAA case. Judge Keith L. Phillips presides over the Chapter 11 cases. In the Chapter 11 cases, Kirkland & Ellis LLP and Kirkland & Ellis International LLP serve as the Debtors' legal counsel. Kutak Rock LLP serves as co-counsel. Toys "R" Us employed Alvarez & Marsal North America, LLC as its restructuring advisor; and Lazard Freres & Co. LLC as its investment banker. It hired Prime Clerk LLC as claims and noticing agent. A&G Realty Partners, LLC, serves as its real estate advisor. On Sept. 26, 2017, the U.S. Trustee for Region 4 appointed an official committee of unsecured creditors. ================= V E N E Z U E L A ================= VENEZUELA: President Creates Cryptocurrency Petro ------------------------------------------------- EFE News reports that Venezuela President Nicolas Maduro disclosed the creation of the Petro, a cryptocurrency "to move forward in the area of monetary sovereignty, to make financial transactions and to defeat the financial blockade." "Venezuela announces the creation of its cryptocurrency. It's going to be called the Petro . . . . This is going to allow us to move forward to new ways of international financing for the country's economic and social development," said President Maduro during his weekly television program broadcast on state-run media outlets, according to EFE News. * * * As reported in the Troubled Company Reporter-Latin America, Robin Wigglesworth at The Financial Times related that Venezuela appeared to have made a crucial bond repayment in late October. The Latin American country and its state oil company PDVSA have failed to make several debt payments in recent weeks, the report noted. But the most important one was an $842 million instalment due Oct. 29 on a PDVSA bond maturing in 2020, which, unlike most of the other overdue debts, had no 'grace period' that allowed for 30 days to clean up any arrears without triggering a default, the report notes. As reported in the Troubled Company Reporter-Latin America on Nov. 16, 2017, S&P Global Ratings lowered on Nov. 13, 2017, its long- and short-term foreign currency sovereign credit ratings on the Bolivarian Republic of Venezuela to 'SD/D' from 'CC/C'. The long- and short-term local currency sovereign credit ratings remain at 'CCC-/C' and are still on CreditWatch with negative implications. S&P said, "At the same time, we lowered our issue ratings on Venezuela's global bonds due 2019 and 2024 to 'D' from 'CC'. Our issue ratings on the remainder of Venezuela's foreign currency senior unsecured debt remain at 'CC'. Finally, we affirmed our transfer and convertibility assessment on the sovereign at 'CC'." *********** 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. * * * End of Transmission * * *