/raid1/www/Hosts/bankrupt/TCRLA_Public/181115.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

           Thursday, November 15, 2018, Vol. 19, No. 227


                            Headlines



A R G E N T I N A

BBVA FRANCES: Revises Outlook on Long Term IDR to Negative
TIERRA DEL FUEGO: Moody's Ups Issuer Rating to B3, Outlook Stable


B R A Z I L

GAFISA S/A: Moody's Downgrades CFR to Caa1, Outlook Negative
JBS SA: Posts Narrower-Than-Expected Quarterly Loss


C A Y M A N  I S L A N D S

SCHAHIN II: Completes Restructuring


D O M I N I C A N   R E P U B L I C

DOMINICAN REPUBIC: Looks to Solve Electricity Crunch With Loans


P E R U

ORAZUL ENERGY: Fitch Affirms 'BB' LT FC & LC IDRs, Outlook Stable


P U E R T O    R I C O

SEARS HOLDINGS: Hires Prime Clerk as Administrative Agent


T R I N I D A D  &  T O B A G O

TRINIDAD & TOBAGO: Climate Change May Damage Food Security


V E N E Z U E L A

VENEZUELA: Fuel Shortages the New Normal as Oil Industry Unravels


                            - - - - -



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A R G E N T I N A
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BBVA FRANCES: Revises Outlook on Long Term IDR to Negative
----------------------------------------------------------
Fitch Ratings has revised the Rating Outlook on the Long-Term
Issuer Default Ratings (IDRs) for the following Argentine
financial institutions and two related Uruguayan branches of
Argentine financial institutions (FIs) to Negative from Stable:

  -- Banco Santander Rio S.A. (Santander Rio);

  -- BBVA Banco Frances S.A. (BBVA Frances);

  -- Banco Macro S.A. (Macro);

  -- Banco Supervielle S.A. (Supervielle);

  -- Tarjeta Naranja S.A. (TN);

  -- Banco de la Ciudad de Buenos Aires (Banco Ciudad);

  -- Banco Hipotecario S.A. (Hipotecario);

  -- Banco de la Nacion Argentina (Sucursal Uruguay) BNAUY;

  -- Provincia Casa Financiera (Branch of Banco de la Provincia de
Buenos Aires).

These actions follow Fitch's revision of the Outlook on
Argentina's sovereign rating on Nov. 7, 2018.

The rated entities are among the largest private-sector financial
institutions in the country. While the IDRs of Santander Rio, BBVA
Frances and Banco Ciudad are driven by parent support, the IDRs of
Macro, Hipotecario and Supervielle are driven by their Viability
Ratings (VRs), and in the case of TN, its standalone intrinsic
financial profile.

In Fitch's view, regardless of their overall adequate financial
condition, these entities' ratings are directly affected by the
low sovereign rating of Argentina, given the influence of the
challenging operating environment on the FIs' performance. Fitch
sees downside risks amid a nascent economic recession, raising
inflation, and an upcoming election cycle that may negatively
impact the performance of these FIs. These entities' IDRs are
either at the sovereign level, or one notch above (Santander Rio
and BBVA Frances, due to external support considerations). The
Negative Outlook reflects Fitch's view that, in the event of a
sovereign downgrade, these IDRs will also be downgraded,
maintaining the same relativity to the sovereign rating.

KEY RATING DRIVERS
IDRS

SANTANDER RIO AND BBVA FRANCES

The likelihood of parent support drives the Local Currency IDRs of
Santander Rio and BBVA Frances. Despite Banco Santander, S.A.'s
(SAN; A-/Stable) and Banco Bilbao Vizcaya Argentaria, S.A.'s
(BBVA; A-/Stable) strong financial profile, Santander Rio and BBVA
Frances' rating uplift from support is limited to one notch above
Argentina's Local Currency Long-Term IDR.

MACRO

Macro's VR and IDRs reflect its higher risk appetite and growth
strategy relative to international and domestic peers, which is
balanced by its ample capital cushion, as well as its diverse
funding and comfortable liquidity metrics.

SUPERVIELLE

Supervielle's VR and IDRs are driven by its improved
capitalization, adequate funding and liquidity profile, and
gradually strengthening franchise. Fitch also considers the bank's
adequate profitability and asset quality, although these are
somewhat distorted by high inflation.

TN

TN's IDRs are driven by its higher risk appetite relative to bank
peers and its business concentration in credit cards targeting
low- and middle-income segments. TN's ratings also factor in its
robust niche franchise as the largest credit card issuer in
Argentina and one of the top credit card issuers in the region. In
addition, TN's ratings also consider its strong profitability,
driven by ample margins and fee income, sourced from both
customers and merchants.

HIPOTECARIO

Hipotecario's VR and IDRs are highly influenced by the low
sovereign ratings of Argentina and the volatile operating
environment. The rating is also highly influenced by the bank's
capitalization metrics. The ratings also consider the bank's
acceptable asset quality, adequate profitability, although these
are somewhat distorted by high inflation, and funding and
liquidity profile.

BANCO CIUDAD

Fitch believes Banco Ciudad's parent, the City of Buenos Aires
(CBA) (B/Stable) demonstrates adequate capacity and propensity to
provide extraordinary support to the bank, should it be needed.
Argentina's sovereign rating represents a constraint on the
ratings of Banco Ciudad's sole shareholder, the City of Buenos
Aires. Equalization of the bank's IDRs with those of its parent is
supported by CBA's legal guarantee of the bank's operations
(including deposits, debt securities and wholesale funding), its
full ownership stake, and the bank's integral role in government
operations such as tax collection and payment of city employee
salaries. However, Banco Ciudad's VR is the same as CBA's long-
term IDR, and therefore the bank's IDRs do not benefit from
external support at this rating level.

BNAUY

BNAUY is a fully integrated branch of Banco de la Nacion Argentina
(BNA) and, as such, part of the same legal entity. BNA's
creditworthiness is intrinsically aligned with that of the
sovereign, not only because of the existing explicit guarantee
provided by the government, but also given BNA's systemic
importance as the largest bank in Argentina. BNA's liabilities,
including its branches abroad, are fully guaranteed by the
government.

PROVINCIA CASA FINANCIERA

This is a branch of Banco de la Provincia de Buenos Aires (BAPRO)
and part of the same legal entity. Therefore, its IDRs reflect
Fitch's opinion of BAPRO's financial and business profile, which
are highly influenced by its leading franchise and systemic
importance as the second largest bank in terms of deposits and the
third in loans in Argentina. Fitch also considers the bank's good
asset quality, although these are somewhat distorted by high
inflation, ample liquidity, moderate profitability and low capital
base.

In addition, BAPRO and Provincia are wholly-owned by the
government of the Province of Buenos Aires. BAPRO's liabilities
(including those of its branches abroad) are fully guaranteed by
the government of the Province of Buenos Aires.

DEBT RATINGS

Although they do not have an explicit outlook, the global debt
ratings (senior unsecured and subordinated debt) would mirror any
potential movements on the respective IDRs in order to reflect the
potential action on the sovereign. The senior unsecured debt
ratings would be aligned with their respective banks' IDRs. The
subordinated debt would maintain the same differentiation with the
respective anchor ratings.

RATING SENSITIVITIES

SANTANDER RIO, BBVA FRANCES AND BANCO CIUDAD

The IDRS of these banks are sensitive to any changes in
Argentina's sovereign ratings. In addition, Santander Rio and BBVA
France's IDRs are sensitive to a change in Fitch's views on their
parents' ability and propensity to provide support. Santander Rio
and BBVA Frances' VRs would likely move in line with any change to
Argentina's sovereign rating. Finally, the SR of Banco Ciudad will
likely change in line with any potential sovereign downgrade to
reflect the lower capacity of the parent to provide support.

MACRO, SUPERVIELLE, BANCO HIPOTECARIO AND TN

The IDRS and VR of these financial institutions are sensitive to
any further changes in Argentina's sovereign ratings, or material
deterioration on the local operating environment over the
foreseeable future that leads to a material deterioration in their
financial profiles. Upside potential in the ratings of Macro,
Supervielle, and TN is contingent upon an upgrade of the sovereign
rating.

BNAUY

BNAUY's ratings are sensitive to the sovereign rating of Argentina
and its capacity and willingness to provide support to BNA and its
branches.

PROVINCIA CASA FINANCIERA

Provincia's IDRs are sensitive to changes in BAPRO's financial and
business profile.

Fitch has affirmed and revised Outlooks for the following banks:

Santander Rio

  -- Long-Term Foreign Currency IDR at 'B'; Outlook to Negative
from Stable;

  -- Long-Term Local Currency IDR at 'B+'; Outlook to Negative
from Stable;

  -- Short-Term Foreign and Local Currency IDR at 'B';

  -- Viability rating at 'b';

  -- Support Rating at '4'.

BBVA Frances

  -- Long-Term Local Currency IDR at 'B+'; Outlook to Negative
from Stable;

  -- Long-Term Foreign Currency IDR at 'B'; Outlook to Negative
from Stable;

  -- Short-Term Foreign and Local Currency IDR at 'B';

  -- Viability rating at 'b';

  -- Support Rating at '4'.

Macro

  -- Long-Term Foreign and Local Currency IDRs at 'B'; Outlook to
Negative from Stable;

  -- Short-Term Foreign and Local Currency IDR at 'B';

  -- Viability rating at 'b';

  -- Support Rating at '5';

  -- Support Rating Floor at 'NF';

  -- Argentinean-peso-denominated senior unsecured, medium-term
notes at 'B'/'RR4';

  -- USD400 million Tier II subordinated, medium-term notes at 'B-
'/'RR6'.

Supervielle

  -- Long-Term Foreign and Local Currency IDRs at 'B'; Outlook to
Negative from Stable;

  -- Short-Term Foreign and Local Currency IDR at 'B';

  -- Viability rating at 'b';

  -- Support Rating at '5';

  -- Support Rating Floor at 'NF';

  -- Senior unsecured notes at 'B'/'RR4'.

TN

  -- Long-Term Foreign and Local Currency IDRs at 'B'; Outlook to
Negative from Stable;

  -- Short-Term Foreign and Local Currency IDR at 'B';

  -- Senior unsecured debt at 'B'/'RR4'.

Banco Ciudad

  -- Long-Term Foreign and Local Currency IDRs at 'B'; Outlook to
Negative from Stable;

  -- Short-Term Foreign and Local Currency IDR at 'B';

  -- Viability rating at 'b';

  -- Support Rating at '4'.

Banco Hipotecario

  -- Long-Term Foreign and Local Currency IDRs at 'B'; Outlook to
Negative from Stable;

  -- Short-Term Foreign and Local Currency IDR at 'B';

  -- Viability rating at 'b';

  -- Support Rating at '5';

  -- Support Rating Floor at 'NF';

  -- Long-Term Rating on senior unsecured ARS-denominated notes at
'B'/'RR4'.

BNAUY

  -- Long-Term Foreign and Local Currency IDRs at 'B'; Outlook to
Negative from Stable.

Provincia Casa Financiera

  -- Long-Term Foreign and Local Currency IDRs at 'B'; Outlook to
Negative from Stable.


TIERRA DEL FUEGO: Moody's Ups Issuer Rating to B3, Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service upgraded the Province of Tierra del
Fuego issuer rating to B3 from Caa1 (Global Scale foreign
currency). The outlook was changed to stable from positive. At the
same time, Moody's has upgraded to b3 from caa1 the Province's
Baseline Credit Assessment. Finally, Moody's has upgraded to B2
from B3 (Global Scale foreign currency) the Province's USD 200
million Secured Notes.

RATINGS RATIONALE

RATIONALE FOR THE RATINGS UPGRADE

The upgrade of Tierra del Fuego's BCA to b3 from caa1 and issuer
ratings to B3 from Caa1 reflects recent improvements in operating
and financial results which Moody's expects will be sustained. The
B3 rating also reflects decreased concern over foreign exchange
rate risk given revenues are linked to foreign currency and Tierra
del Fuego's higher own source revenues relative to peers.

During 2017, Tierra del Fuego posted a gross operating balance of
0.3% of operating revenues, compared to a -6.8% average for the
2013-2016 period. The improvement mainly reflects declining social
security deficits, higher hydrocarbon royalties and controlled
current expenditures. Cash financing results also registered an
improvement, narrowing to -4.8% in 2017 of total revenues from -
7.8% over the period 2013-2016. Although Moody's expects Tierra
del Fuego will once again post a modest operating deficit of 3%
this year and will continue to have cash financing needs equal to
around 4% of total revenue, these levels are more manageable than
previous results of the Province and will remain in line with B3
peers.

Unlike other Argentinian peers, Tierra del Fuego receives revenues
linked to US dollars from hydrocarbon royalties. This revenue
stream provides a natural hedge for the Province's dollar
denominated debt, which is a substantial credit consideration in
the current environment of significant currency depreciation.
Given that over half of Tierra del Fuego's debt is denominated in
foreign currency, the depreciation of the Argentine peso will
result in an increase in the province's overall debt burden, which
Moody's expects will rise to 75% of total revenues by the end of
2018 from 65% in 2017. However, having important revenues linked
to US dollars will preserve the province's capacity to service
this debt.

Tierra del Fuego exhibits strong economic fundamentals that
support higher own source revenues relative to peers, as the
Province benefits from a diverse economy that includes oil and gas
production, which highly contributes to a healthy revenue base.
The Province's own source revenues to operating revenues
represented 58.6% versus the median of 45.8% for peers in
Argentina as of year-end 2017.

Offsetting somewhat these strengths, the B3 rating also reflects
Tierra del Fuego's high level of unfunded pension liabilities and
the continued weak financial outcomes despite the improvement from
past levels.

The upgrade to B2 from B3 on the Secured Notes of the province --
which is one notch above the issuer rating -- reflects the
strength of the debt structure which is secured by hydrocarbon
royalties which are linked to US dollars. The Province of Tierra
del Fuego has ceded the rights and flows of the equivalent of 100%
of hydrocarbon royalties which will flow directly from the oil and
gas producers to the local trust: Banco de Valores S.A. and from
it to the paying trust in the U.S. In Moody's base case scenario,
the lowest monthly debt service coverage will be 1.38x during the
life of the Notes and the average during the amortization period
is 1.54x. The presence of this credit enhancement differentiates
these Notes from the general issuer rating levels of Tierra del
Fuego and makes them a stronger credit for investors.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectation that the
improvements in the Province's operating and financial performance
will be sustained and that no further deterioration than expected
will occur. At the same time, the stable outlook is in line with
the stable outlook of the Argentine Government and reflects the
very close economic and financial linkages that exist between
Argentina's Government and Argentine sub-sovereigns.

WHAT COULD CHANGE THE RATING UP/DOWN

Given the stable outlook and the ongoing fiscal challenges
stemming from persistent cash financing deficits that the province
still faces, an upgrade of the issuer ratings is unlikely.
However, the ratings could be upgraded if Tierra del Fuego is able
to sustainably reduce its cash financing deficits and
significantly reduce its debt levels. Conversely, if the
Province's operating and cash financing deficits widen again to
levels seen in previous years the ratings could face negative
pressure.

As the notes are currently rated at the foreign currency bond
rating of Argentina of B2, an upgrade can only occur if the
sovereign rating is upgraded and if the Province of Tierra del
Fuego's issuer rating and the credit enhancements of the notes are
strengthened. Given the link between the notes and the credit
quality of the obligor, a downgrade of the Province of Tierra del
Fuego could exert downward pressure on the notes' rating. The
rating could also face downward pressure if debt service coverage
levels fall materially below its expectations.

The principal methodology used in these ratings was Regional and
Local Governments published on January 2018.


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B R A Z I L
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GAFISA S/A: Moody's Downgrades CFR to Caa1, Outlook Negative
------------------------------------------------------------
Moody's America Latina downgraded Gafisa S/A's corporate family
ratings and senior secured ratings to Caa1 (global scale) and
Caa1.br (national scale) from B3 (global scale) and B2.br
(national scale). The outlook for the ratings remains negative.

Ratings downgraded:

Issuer: Gafisa S/A

  - Corporate Family Rating: to Caa1 (global scale) and Caa1.br
(national scale) from B3 (global scale) and B2.br (national scale)

  - BRL48 million secured debentures due in 2021 (10th Issuance):
to Caa1 (global scale) and Caa1.br (national scale) from B3
(global scale) and B2.br (national scale)

The outlook for the ratings remain negative.

RATINGS RATIONALE

The downgrade reflects its expectation that the turnaround in
Gafisa's operating performance may take longer than anticipated
and that the company will face execution risks during the
implementation of its new business strategy, which increases the
likelihood of additional debt restructuring in the short term.
Gafisa will continue to post weak credit metrics in the near term,
namely profitability, leverage and liquidity, and the company will
remain subject to the pick-up of sales and a more sustained
recovery in Brazil's homebuilding industry to generate cash and
meet debt maturities.

Furthermore, Gafisa will remain smaller and have a narrower
product and geographic concentration than historical levels. On
November 9 2018, Gafisa announced a new business strategy which
will entail (i) cost reduction efforts, (ii) asset sales,
including finished units in inventories and non-core assets, (iii)
innovative solutions for customers and (iv) funding alternatives
to support the company's future growth. While Moody's views the
reduction in expenses, faster pace of inventory monetization and
introduction of innovative solutions as positive for the company
in the long run, the company will incur execution challenges and
non-recurring costs in the short term. In addition, the
introduction of a new strategy may delay the long expected
turnaround of Gafisa's operations since the company will review
ongoing processes, projects and launches in the upcoming years,
which will reduce projects' deliveries, receivables monetization
and Gafisa's cash generation, weakening even further the company's
liquidity profile.

At the end of September 2018, Gafisa had BRL 194 million in cash
(of which BRL 118 million is at holding level) compared to total
short term debt maturities of BRL 200 million (coverage of 1.0x),
including project loans maturing in the next 12 months that will
be paid with the take-out of receivables from completed units.
Still, Gafisa's future cash generation depends on the level of
future launches and on the pick-up of sales in the mid- and mid-
high income housing segments in Sao Paulo and Rio de Janeiro,
which in turn depends on the continued improvement of Brazil's
macroeconomic conditions, including declining interest rates and
inflation, and a recovery of unemployment, household debt level
and credit concession.

While Moody's does not anticipate additional deterioration in the
homebuilding industry in Brazil, Moody's also does not expect a
full turn-around in the short term, which will limit Gafisa's free
cash flow generation in the near term that could otherwise be
directed at debt amortization. The gradually improving industry
environment will also prevent a sharp recovery in profitability,
as Gafisa will continue to pursue the monetization of inventories
that have lower margin than those of new launches. Gafisa's
inventories of finished units are mainly comprised of commercial
properties (47% of total), which will continue to have a weak
performance based on high vacancy rates and oversupply in Gafisa's
main market.

At the end of September 2018, Gafisa still had a highly leveraged
capital structure, with an adjusted debt/book capitalization ratio
of 56.8%, and continued to post weak, although improving
profitability. The implementation of the new strategic plan adds
uncertainties related to the timing and pace of further recovery
in credit metrics and constrain the assigned ratings. In the LTM
ending September 2018, Gafisa's adjusted gross margin reached -2%,
an improvement from the historical low of -34% in December 2017,
but still well below those of its peers.

On the other hand, Gafisa's Caa1/Caa1.br secured ratings continue
to incorporate the company's strong market share position and
brand name in its main markets, namely Sao Paulo and Rio de
Janeiro, along with its long track record of operations.
The Caa1/Caa1.br ratings assigned to Gafisa's 10th senior secured
debentures issuance stand at the same level as the corporate
family rating reflecting the company's current debt profile, which
is predominantly composed of secured debt issuances. Secured debt
represents 90% of Gafisa's consolidated debt profile, since the
company has been prioritizing more flexible secured construction
loans in its capital structure. The debentures security packages
include a first priority perfected security interest under
Brazilian law for real estate assets, which is similar to the
collateral structure of the existing secured construction loans.

The negative outlook incorporates the challenges ahead of Gafisa's
management to improve profitability, generate free cash flow and
address debt maturities in a timely fashion in the next 12 -18
months.

The ratings are unlikely to be upgraded in the short term, but the
outlook could be stabilized if the conditions in the Brazilian
homebuilding industry improve supporting Gafisa's growth strategy.
Quantitatively, the ratings could be upgraded if the company's
leverage as measured by its adjusted gross debt to total
capitalization ratio remains below 50% and its free cash flow
positive on a sustainable basis, along with a marked improved
liquidity profile.

The ratings would be further downgraded if Gafisa's enters debt
restructure agreements that entail losses to creditors higher than
those associated with the current rating level.

Headquartered in Sao Paulo, Brazil and founded in 1954, Gafisa
S/A's is a major fully integrated homebuilder in Brazil, with
operations concentrated in Sao Paulo and Rio de Janeiro and in the
commercial properties and middle and high income residential
segments. The company also has a 30% interest in the capital of
Alphaville, a major residential lots developer in Brazil. In the
LTM ending September 2018, Gafisa generated net revenues of BRL
933 million (USD 267 million) with an adjusted gross margin of -
2%.

The principal methodology used in these ratings was Homebuilding
And Property Development Industry published in January 2018.


JBS SA: Posts Narrower-Than-Expected Quarterly Loss
---------------------------------------------------
Ana Mano at Reuters reports that Brazil-based food company JBS SA
posted a narrower than expected quarterly loss on the back of a
strong performance by its Seara processed foods and Brazil beef
divisions, and resilience in certain of its U.S. operations.

Seara booked net sales of BRL4.9 billion last quarter, a 9 percent
rise from a year earlier, as a result of higher sales prices both
domestically and in export markets, JBS said in a securities
filing, according to Reuters.

Consolidated net revenue grew by 20 percent to BRL49.4 billion,
thanks partly to a hefty increase in Brazilian beef sales, JBS
said, the report notes.

Analysts on average had expected JBS to lose about BRL905 million
during the quarter, according to IBES data from Refinitiv, the
report relays.  The company posted a narrower BRL133.5 million
loss, the filing showed, the report says.

In the United States, a strong economy has boosted beef
consumption and increasing production is supported by demand both
domestically and abroad, JBS said about one of its important
business divisions, the report discloses.

The company's U.S. pork segment, on the other hand, is suffering
from a supply increase which has negatively impacted sales prices
in the local market, the report relays.

Currently, Americans are substituting chicken with other meats as
President Donald Trump's trade wars reduce U.S. pork exports to
China and Mexico, the report notes.  As a result, JBS reported
some weakness at Pilgrim's Pride Corp. subsidiary, which was
impacted by lower prices in the United States and Mexico, the
report says.

"We believe short term the chicken business in the U.S. is likely
to remain under pressure, while we see no signs of weakness in the
beef business," Barclays analysts Benjamin Theurer and Antonio
Hernandez said in a recent research note to clients, the report
relays.

The world's largest meat packer also said earnings before
interest, tax, depreciation and amortization, a measure of
operating profit known as EBITDA, was BRL4.4 billion last quarter,
above expectations for BRL4.03 billion, the report adds.

As reported in the Troubled Company Reporter-Latin America on
Oct. 22, 2018, Fitch Ratings has assigned an expected rating of
'BB-' to a proposed benchmark USD-denominated senior unsecured
notes issued by JBS Investments II GmbH, a wholly-owned subsidiary
of JBS S.A. (JBS). These notes will be unconditionally guaranteed
by JBS S.A. The notes will rank pari-passu with JBS's other
unsecured obligations. The proceeds are expected to be used to
refinance existing indebtedness including JBS's 2020 notes
pursuant to a cash tender offer.


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C A Y M A N  I S L A N D S
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SCHAHIN II: Completes Restructuring
-----------------------------------
Terms used but not defined in this notice have the same meanings
as in the explanatory statement dated 26 September 2018 (the
"Explanatory Statement") relating to the proposed scheme of
arrangement between Schahin II Finance Company (SPV) Limited (the
"Issuer") and those persons having a beneficial interest as
principal in the US$750 million of senior secured notes with a
coupon of 5.875% and with a final legal maturity date of 25
September 2023 (the "Notes") issued by the Issuer pursuant to an
Indenture dated 28 March 2012 (the "Scheme Creditors") under
section 86 of the Companies Law (2018 Revision).

NOTICE IS HEREBY GIVEN that all Scheme Conditions under the Scheme
between the Issuer and the Scheme Creditors have now been
satisfied in accordance with the terms of the Scheme:

a) the Sanction Order has been granted by the Cayman Court and the
Scheme Effective Date has occurred;

b) the Amended and Restated Indenture has been executed and is
held in escrow;

c) the Amended Vessel Mortgage has been executed and is held in
escrow; and

d) the Chapter 15 Order has been entered by the U.S. Bankruptcy
Court granting comity and giving full force and effect to the
Scheme in the United States.

Significance of the Restructuring Effective Date

Pursuant to clause 4 of the Scheme, by publishing this notice on
the Information Agent Website, the Issuer has triggered the
Restructuring Effective Date. The significance of the
Restructuring Effective Date is that, with effect from November 8,
2018:

a) the Indenture will be amended and restated as set out in Annex
A to the Scheme;

b) the Amended and Restated Indenture will become effective;

c) the Amended Vessel Mortgage will become effective;

d) the Issuer will issue the New Notes to the New Lenders;

e) contemporaneously with the issue of the New Notes, the proceeds
of the New Financing will be provided to the Issuer;

f) each New Lender will therefore become the beneficial owner of
its pro rata share of New Notes (as determined by that New
Lender's Voting Value); and

g) each Scheme Creditor irrevocably covenants with the Issuer and
the Indenture Trustee for the benefit of the Issuer and each of
the Protected Parties, to the extent permitted by law, that it
will not act other than in accordance with the Amended and
Restated Indenture and this Scheme.

The Restructuring is now complete. Save for any particular
internal or regulatory compliance actions which may apply to a
specific Scheme Creditor, there are no further actions for Scheme
Creditors to take with respect to the Scheme and the
Restructuring.


===================================
D O M I N I C A N   R E P U B L I C
===================================


DOMINICAN REPUBIC: Looks to Solve Electricity Crunch With Loans
---------------------------------------------------------------
Dominican Today reports that with the US$1.0 billion the
Government plans to borrow (US$600.0 million from China and
US$400.0 million from the IDB) to solve the electricity crunch,
the sector's deficits will be a thing of the past, said Roberto
Herrera, president of the association of power companies (ADIE).

"If they are consciously, strategically, invested in intelligent
networks, smart meters, technological platforms and software, the
losses in the electricity sector would be resolved with
investments ranging from US$600.0 million to US$800.0 million,"
the business leader said in an activity where electricity sector
personalities participated, according to Dominican Today.

"With this forum, what we want to bring to the country is this
process that the world is already carrying out, which is to
continue diversifying and deepening in what has to do with the
incorporation of more renewable energies into the country's energy
matrix," he added, notes the report.

As reported in the Troubled Company Reporter-Latin America on
Sept. 24, 2018, Fitch Ratings affirmed Dominican Republic's
Long-Term, Foreign-Currency Issuer Default Rating (IDR) at 'BB-'
with a Stable Outlook.


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P E R U
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ORAZUL ENERGY: Fitch Affirms 'BB' LT FC & LC IDRs, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed Orazul Energy Peru S.A.'s Long-Term
Foreign Currency and Local Currency Issuer Default Ratings at
'BB'. The affirmation applies to Orazul's USD550 million senior
unsecured notes. The Rating Outlook is Stable.

Orazul's rating is supported by the company's sizable
hydroelectric assets combined with its vertically integrated
thermal generation business, which provides the company with
unique operational and financial flexibility in the Peruvian
energy market. This flexibility mitigates the negative pressure
from the leverage levels that are high for the rating level, as
well as serving as a counterbalance to commodity volatility within
the smaller hydrocarbon segment of the business.

KEY RATING DRIVERS

Moderately High Leverage Expected: Orazul's ratings reflect
moderately high expected combined leverage after the recent USD550
million bond issuance, exceeding 4.5x on a sustained basis. Fitch
expects consolidated EBITDA to remain relatively flat over the
rating period. While expected operational cost efficiencies will
be positive, lower prices will limit EBITDA improvement. The
company's 2017 year-end leverage of 5.4x is materially above
levels considered to be consistent with the rating level. Fitch
expects Orazul's capital structure to improve after 2018 to
leverage closer to 5.0x, in line with Fitch's initial projections.

Low Business Risk Adds Stability: Fitch considers Orazul's
business risk low as a result of a balanced contractual position
with high credit quality off takers. In 2017, approximately 80% of
Orazul's energy sales were under power purchase agreements (PPAs)
of medium-term duration. PPAs were primarily to distribution
companies and with 10% to 15% of sales from the mining sector.
Revenues derived from contracted energy sales and capacity are
100% U.S. dollar linked, effectively mitigating foreign exchange
volatility.

Balanced Asset Portfolio: The bonds issued by Orazul are supported
by the strength of the company's hydro generation and vertically-
integrated thermal generation assets. This provides unique
operational and financial flexibility in the Peruvian energy
market. The company's diversified generation matrix bodes well for
cash flow stability and supports the assigned rating amid a
forecast for moderately high leverage levels.

Vertical Integration Provides Upside: Through its subsidiary,
Aguaytia Energy del Peru S.R.L., Orazul provides natural gas (NG)
to its thermal generation asset, Termoselva S.R.L., affording it
greater operational flexibility to strategically position itself
in the dispatch curve to capture greater margins when spot prices
are low. Termoselva has a firm capacity of 176MW and a NG supply
contract with Aguaytia. The company is uniquely positioned to take
advantage of dispatch controls overseen by Peru's electricity grid
coordinator as it is both a gas producer and thermal generator.

Possible Price Increase: Fitch expects spot prices to trend upward
in the medium term as excess capacity is absorbed by demand
growth. During the last several years, investment in new
generation capacity created electricity oversupply in Peru. This
combined with the low cost of fuel has kept spot prices low. The
Gasoducto Sur Peruano, or the Southern Peru Pipeline, construction
suspension could result in a sharp increase in spot prices if
demand dynamics result in the need to dispatch higher cost thermal
generators. Considering the existing pipeline of generation
projects, Fitch does not expect significant movement in prices in
the near term.

DERIVATION SUMMARY

Orazul's credit profile is generally in line with other generation
peers in Peru such as Nautilus Inkia Holdings LLC (BB/Negative
Outlook), Kallpa Generacion S.A. (BBB-/Stable) and Fenix Power
Peru S.A. (BBB-/Stable). Fitch expects Orazul to maintain gross
leverage of above 5.0x through the rating horizon. Although
lacking Inkia's geographical diversification, Orazul benefits from
asset mix locally similar to Inkia's subsidiary Kallpa, with both
thermal and hydroelectric generation, albeit on a smaller scale.
Orazul's high, medium-term leverage above 5.0x under Fitch's
forecast places it at the high end of its rating level, compared
with a deleveraging trajectory for Inkia that should take it to
around 4.5x within the rating horizon. As a single-asset generator
with a high proportion of take-or-pay costs, Fenix's capital
structure is more in line with a 'B'B risk profile, but it is
buoyed by its strong shareholder support from Colbun S.A.
(BBB/Stable).

Colbun S.A. and Engie Energia Chile S.A. (BBB/Stable) also compare
favorably with Orazul, with leverage consistently at or below
3.0x, comfortably within the investment-grade rating category.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

  -- Five-year average spot price of $13/Mwh;

  -- Average PPA prices contract due to higher proportion of
short-term PPAs in the medium term;

  -- Cash above USD20 million distributed to shareholder;

  -- No material expansion capex or financing needs.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

A positive rating action could be considered if leverage were to
fall below 4.0x on a sustained basis

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

A negative rating action could be considered if leverage were to
substantially exceed 5.0x on a sustained basis. Alternately, a
material rebalancing of the contractual base resulting in
significant cash flow volatility could be viewed negatively in
light of the alreadyelevated leverage levels.

LIQUIDITY

Orazul's liquidity is adequate and supported by sufficient cash
flow generation, comfortable debt amortization profile, adequate
cash position and USD25 million of undrawn committed credit lines.
As of Dec. 31, 2017, the company's cash position was USD23.4
million. Although cash balance dropped from USD37 million in 2016,
it was robust enough to meet minimal short-term debt payments of
USD4.4 million in 2018. Fitch expects the company to maintain a
nominal cash balance through the medium term, distributing excess
cash to its shareholder.

FULL LIST OF RATING ACTIONS

Fitch affirms the following ratings:

Orazul Energy Peru S.A.

  -- Long-Term Foreign Currency IDR at 'BB';

  -- Long-Term Local Currency IDR at 'BB';

  -- USD$550 million senior unsecured bond issuance at 'BB'.


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


SEARS HOLDINGS: Hires Prime Clerk as Administrative Agent
---------------------------------------------------------
Sears Holdings Corporation, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Southern District
of New York to employ Prime Clerk LLC, as administrative agent to
the Debtors.

Sears Holdings requires Prime Clerk to:

   a. assist with, among other things, solicitation, balloting,
      and tabulation of votes, and prepare any related reports,
      as required in support of confirmation of a chapter 11
      plan, and in connection with such services, process
      requests for documents from parties in interest, including,
      if applicable, brokerage firms, bank back-offices, and
      institutional holders;

   b. prepare an official ballot certification and, if necessary,
      testify in support of the ballot tabulation results;

   c. assist with the preparation of the Debtors' schedules of
      assets and liabilities and statements of financial affairs
      and gather data in conjunction therewith;

   d. provide a confidential data room, if requested;

   e. manage and coordinate any distributions pursuant to a
      chapter 11 plan; and

   f. provide such other processing, solicitation, balloting, and
      other administrative services described in the Engagement
      Agreement, but not covered by the Section 156(c) Order, as
      may be requested from time to time by the Debtors, the
      Court, or the Office of the Clerk of the Bankruptcy Court
      (the "Clerk").

Prime Clerk will be paid at these hourly rates:

     Director of Solicitation                    $240
     Solicitation Consultant                     $215
     COO and Executive VP                      No charge
     Director                                 $200 to $220
     Consultant/Senior Consultant              $70 to $195
     Technology Consultant                     $35 to $70
     Analyst                                   $30 to $50

Prime Clerk will be paid a retainer in the amount of $50,000.

Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Benjamin J. Steele, vice president of Prime Clerk LLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Prime Clerk can be reached at:

     Benjamin J. Steele
     PRIME CLERK LLC
     830 3 rd Avenue, 9 th Floor, New
     York, New York 10022
     Tel: (212) 257-5450

                About Sears Holdings Corporation

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- began as a mail ordering catalog
company in 1887 and became the world's largest retailer in the
1960s. At its peak, Sears was present in almost every big mall
across the U.S., and sold everything from toys and auto parts to
mail-order homes. Sears claims to be is a market leader in the
appliance, tool, lawn and garden, fitness equipment, and
automotive repair and maintenance retail sectors.

Sears and Kmart merged to form Sears Holdings in 2005 when they
had 3,500 US stores between them.  Kmart emerged in 2005 from its
own bankruptcy.

Unable to keep up with online stores and other brick-and-mortar
retailers, a long series of store closings has left it with 687
retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin
Islands as of mid-October 2018. The Company employs 68,000
individuals, of whom 32,000 are full-time employees.

As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total
assets, $11.33 billion in total liabilities and a total deficit of
$4.40 billion.

Unable to cover a $134 million debt payment due Oct. 15, 2018,
Sears Holdings Corporation and 49 subsidiaries sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15,
2018.

The Hon. Robert D. Drain is the case judge.

Weil, Gotshal & Manges LLP is serving as legal counsel, M-III
Partners is serving as restructuring advisor and Lazard Freres &
Co. LLC is serving as investment banker to Holdings.  DLA Piper
LLP is the real estate advisor.  Prime Clerk is the claims and
noticing agent.


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


TRINIDAD & TOBAGO: Climate Change May Damage Food Security
----------------------------------------------------------
Leah Sorias at Trinidad Express reports that climate change and
food security are in a head-on collision, said Agriculture
Minister Clarence Rambharat.

"Climate change is not going to drive food security. It's going
destroy food security," he added, according to Trinidad Express.


=================
V E N E Z U E L A
=================


VENEZUELA: Fuel Shortages the New Normal as Oil Industry Unravels
-----------------------------------------------------------------
Reuters reports that snaking, hours-long lines and gas station
closures have long afflicted Venezuela's border regions.   Fuel
smuggling to neighboring countries is common, the result of
generous subsidies from state-run oil company PDVSA that allow
Venezuelans to fill their tank 20,000 times for the price of one
kilo (2.2 pounds) of cheese, according to Reuters.

But in late October and early November, cities in the populous
central region of the country like Valencia and the capital
Caracas were hit by a rare wave of shortages, due to plunging
crude production and a dramatic drop in refineries' fuel output as
the socialist-run economy suffers its fifth year of recession, the
report notes.

The report discloses that Venezuela produced more than 2 million
barrels per day (bpd) of crude last year but by September output
had fallen to just 1.4 million bpd.  So far in 2018, Venezuela
produced an average of 1.53 million bpd, the lowest in nearly
seven decades, according to figures reported to OPEC, the report
relays.

Bottlenecks for transporting fuel from refineries, distribution
centers and ports to gas stations have also worsened, exacerbating
the shortages, the report relays.

Reuters notes that relatively normal supply has since been
restored in Caracas and Valencia after unusually long outages but
the episode has forced Venezuelans to alter their daily habits.

That could hit an economy seen shrinking by double digits in 2018,
the report says.  For Venezuelans coping with a lack of food and
medicine, blackouts and hyperinflation, the gasoline shortages
could also increase frustration with already-unpopular President
Nicolas Maduro, the report relays.

                    Production Shortfall

Venezuela's economy has shrunk by more than half since Maduro took
office in 2013, the report notes.  The contraction has been driven
by a collapse in the price of crude and falling oil sales, which
account for more than 90 percent of Venezuelan exports, the report
says.

Three million Venezuelans have emigrated -- or around one-tenth of
the population -- mostly in the past three years, according to the
United Nations, the report discloses.

Despite a sharp drop in domestic demand due to the recession,
Venezuela's collapsing oil industry is struggling to produce
enough gasoline, the report relays.

Fuel demand was expected to fall to 325,000 bpd in October, half
the volume of a decade ago, but PDVSA expected to be able to
supply only 270,000 bpd, according to a company planning document
seen by Reuters.

A gasoline price hike -- promised by Maduro in August under a
reform package -- could further reduce demand but it has yet to
take effect, the report says.

Venezuela's declining oil production has its roots in years of
underinvestment, notes the report. U.S. sanctions have complicated
financing.

The refining sector, designed to produce 1.3 million bpd of fuel,
is severely hobbled, the report relays.  It is operating at just
one-third of capacity, according to experts and union sources, the
report discloses.

Its largest refinery, Amuay, is delivering just 70,000 bpd of
gasoline despite having the capacity to produce 645,000 bpd of
fuel, according to union leader Ivan Freites and another person
close to PDVSA who spoke on the condition of anonymity, the report
notes.

PDVSA has tried to make up for this by boosting fuel imports,
buying about half of the gasoline the country needs, according to
internal company figures, the report relays.

In the first eight months of 2018, Venezuela imported an average
of 125,000 bpd from the United States, up 76 percent from the same
period a year earlier, data from the U.S. Energy Information
Administration show, the report notes.

But delays in unloading fuel cargoes have contributed to
shortages, since Venezuelan oil ports are more oriented toward
exports than imports, according to traders, shippers, PDVSA
sources and Refinitiv Eikon data, the report discloses.

One tanker bringing imported gasoline mixed with ethanol was
contaminated with high levels of water, forcing PDVSA to withdraw
the product from distribution centers, a company source said,
directly contributing to the shortages in Caracas, the report
relays.

The incident was the result of PDVSA seeking fuel from "unreliable
suppliers," in part because the U.S. sanctions have left many
companies unwilling to do business with Venezuela, said the
source, who spoke on the condition of anonymity, the report notes.

As reported in the Troubled Company Reporter-Latin America on
June 1, 2018, S&P Global Ratings, in May 2018, removed its
long- and short-term local currency sovereign credit ratings on
Venezuela from CreditWatch with negative implications and affirmed
them at 'CCC- /C'. The outlook on the long-term local currency
rating is negative. At the same time, S&P affirmed its 'SD/D'
long- and short-term foreign currency sovereign credit ratings on
Venezuela. S&P's transfer and convertibility assessment remains 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 2018.  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.
.


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