TCRLA_Public/190619.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, June 19, 2019, Vol. 20, No. 122

                           Headlines



A R G E N T I N A

RIO NEGRO: Moody's Gives B2/A3 Rating to 2019 Treasury Note Program


B R A Z I L

JBS SA: Fitch Hikes LongTerm IDRs to BB, Outlook Stable
USINAS SIDERURGICAS: S&P Affirms 'B' ICR Despite Margin Volatility


D O M I N I C A N   R E P U B L I C

DOMINICAN REPUBLIC: Blackouts Continue in Santo Domingo
DOMINICAN REPUBLIC: Stock Market Needs 'Push' Toward IPOs


J A M A I C A

JAMAICA: Seeks to Increase Tourist Arrivals From France


M E X I C O

UNIFIN FINANCIERA: Fitch Affirms 'BB/B' Issuer Default Ratings


P U E R T O   R I C O

CHARLOTTE RUSSE: K&S, Chipman Brown Represent Term Lenders
PUERTO RICO: Oversight Board Defends Plan As Way Out Of Bankruptcy
SAN JUAN ICE: Sept. 11 Hearing on Amended Plan and Disclosures


V E N E Z U E L A

VENEZUELA: Immigrants Brave Long Lines to Enter Peru

                           - - - - -


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A R G E N T I N A
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RIO NEGRO: Moody's Gives B2/A3 Rating to 2019 Treasury Note Program
-------------------------------------------------------------------
Moody's Latin America Agente de Calificacion de Riesgo has assigned
a B2 - Global Scale local currency debt rating- and an A3.ar --
National Scale in local currency - to the 2019 Treasury Note
Program of the Rio Negro, Province of. The ratings are in line with
the province's long term foreign currency issuer ratings.

Assignments:

Issuer: Rio Negro, Province of

Global Local Currency Senior Unsecured Medium-Term Note Program,
Assigned B2

Argentina National Scale Local Currency Senior Unsecured
Medium-Term Note Program, Assigned A3.ar

RATINGS RATIONALE

The Treasury Note Program has been authorized by the province's
2019 budget law NÂș5.334, whereas Resolutions 2019-256 and 2019-365
set the general issuance conditions of the series within the
program and its maximum amount. The treasury notes to be issued
under this program could be secured by the Province, possibly
affecting any provincial resource, asset and/or cash flows coming
from the federal tax-sharing regime.

The assigned debt ratings reflect Moody's view that the willingness
and capacity of the Rio Negro, Province of to honor these treasury
notes is in line with the provincial's long-term credit quality as
reflected in the B2/A3.ar issuer ratings in local currency.

The maximum issuance amount authorized under the program is ARS2000
million or its equivalent in foreign currency, which represents 3%
of the total revenues budgeted for 2019. The proceeds of the
issuances will be used by the Province to cover seasonal cash
needs.

The Province intends to issue Series of Treasury Notes in public
tenders or in private placements in the domestic market. Each
series of notes could have different issuance terms and
conditions.

The assigned B2/A3.ar ratings to the Treasury Note Program are
based on preliminary documentation received by Moody's as of the
rating assignment date. Moody's does not expect changes to the
documentation reviewed over this period, nor does it anticipate
changes in the main conditions that the Notes will carry. Should
issuance conditions and/or final documentation of the program
deviate from the original ones submitted and reviewed by the rating
agency, Moody's will assess the impact that these differences may
have on the ratings and act accordingly.

WHAT COULD CHANGE THE RATINGS UPGRADE/DOWNGRADE

An upgrade of Government of Argentina's sovereign rating or a
systemic improvement, or both, along with lower idiosyncratic risks
arising from this province (that is, for instance, a sustained
record of operating surpluses), could exert upward pressure on the
province's current issuer and debt ratings.

A downgrade of Government of Argentina's bond rating or a
deterioration in the province's operating and financial results, or
both, could exert downward ratings pressure. In addition, if the
province records a deterioration in its operating and financial
results, leading to higher-than-expected debt levels, its issuer
and debt ratings could be downgraded.




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B R A Z I L
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JBS SA: Fitch Hikes LongTerm IDRs to BB, Outlook Stable
-------------------------------------------------------
Fitch Ratings has upgraded JBS S.A.'s Long-Term Foreign- and Local
Currency Issuer Default Ratings and senior unsecured notes issued
by JBS Investments GmbH and JBS Investments II GmbH to 'BB' from
'BB-'. The National Scale rating was upgraded to 'AA+ (bra)' from
'A(bra)'. The Rating Outlook is Stable. The upgrade reflects JBS
expected deleveraging and strong free cash flow generation and
improved financial flexibility due to recent liability management.

KEY RATING DRIVERS

Solid Business Profile: JBS's business profile is strong due to its
size, geographic and protein diversification in pork, poultry and
beef. The company is the most geographically diversified company in
the protein sector that Fitch rates due to its strong presence in
North America, South America, Australia and Canada. This geographic
diversity enables the group to mitigate business volatility
inherent to the industry. Exports represented 25% of JBS global
sales. Asia represented about half of revenues from export sales
primarily from sales in China, Japan, and South Korea. The Middle
East and Africa collectively represented approximately 12.4% of
sales in the year ended Dec. 31, 2018.

Lower Leverage Expected: Fitch expects JBS to continue to
deleverage due to strong free cashflow generation given the
company's strong performance at its U.S. operations (including
Canada and Australia). These operations represented about 80% of
2018 adjusted EBITDA of BRL14.9 billion. The strong U.S. operating
performance is driven by good cattle supply and strong demand for
beef in the domestic market. The U.S. poultry division was
pressured in 2018 due to high supply and lower prices in the
domestic market. Fitch expects JBS's Brazilian beef division and
Seara division to benefit from the following: better consumer
demand in the domestic market, the nation's positive cattle cycle
and favorable Brazilian real, which makes Brazilian protein
producers competitive in export markets. Fitch expects JBS's net
debt/EBITDA ratio to trend toward 2.5x by FYE19 from 3.2x as of
1Q19 (or 3.1x in USD).

Favorable protein Outlook: JBS's competitive advantages stem from
its geographic and protein diversification, large scale operations,
access to exports markets from Brazil and the U.S. and long-term
relationship with farmers, customers, and distributors. Global beef
fundamentals are expected to remain positive in the near future for
Brazilian and U.S. producers due to increased demand and better
cattle availability. U.S. beef production is forecast to grow by
nearly 2% in 2019, according to the USDA. An outbreak of the
African swine fever virus in China has severely hurt pork
production in that country. The disease will likely result in more
protein products, including chicken, directed to China during 2019.
Among the significant industry risks are a downturn in the economy
of a given export market, the imposition of increased tariffs or
sanitary barriers, and strikes or other events that may affect the
availability of ports and transportation.

Ongoing Investigation: JBS's rating is constrained by weak
corporate governance due its shareholder's structure, and
uncertainty as several investigations involving JBS and its
shareholders continue to move forward. These include administrative
procedures by the CVM (Brazilian Securities and Exchange
Commission), potential fines from the U.S. Department of Justice.
These ongoing legal matters create uncertainty regarding the timing
and magnitude of potential fines the company might face.

DERIVATION SUMMARY

JBS has a strong business profile as the world's largest beef and
leather producer and its diversification in chicken, beef, pork,
and prepared food. This allows the company to minimize risks of
operating in one protein or region, placing the company in a
favorable position from a business risk perspective versus Marfrig
Global Foods (BB-/Stable) and Minerva SA (BB-/Stable). Minerva is a
pure play in the beef industry.

With a net debt/ EBITDA ratio at 3.2x as of FYE18, JBS's net
leverage is lower than Minerva's (BB-), but in line with Marfirg
Global Foods (BB-), assuming the National Beef put option. JBS's
leverage remains higher than Tyson Foods Inc. (BBB/Stable) or
Smithfield Foods Inc. (BBB/Stable). JBS's capital structure
comprises more secured debt than its peers. JBS's ratings reflect
ongoing litigation issues related to corruption investigations and
uncertainty regarding potential fines, which could damage the
company's credit profile and access to capital markets.

KEY ASSUMPTIONS

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

- High Single digit revenues growth;
- Steady EBITDA margin;
- Net debt/ EBITDA to trend toward 2.5x in FYE19.

RATING SENSITIVITIES

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

  -- An upgrade could occur if no significant fines result from
     the investigations;

  -- Net debt/EBITDA below 2.5x on a sustained basis;

  -- Refinancing or repayment of the normalization secured debt.

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

  -- Large legal fines that would put pressure on the company's
     liquidity and deleverage in the near term could trigger a
     downgrade;

  -- Net Leverage above 3.8x on a sustained basis could lead
     to a downgrade.

LIQUIDITY

Strong Liquidity: JBS's liquidity is strong due to a low level of
short-term debt, good access to banks, capital market debt and
positive FCF. Cash and cash equivalents were about USD1.9 billion,
and short-term debt was USD0.8 billion as of FYE18. In addition,
JBS USA had USD1.9 billion fully committed available lines. On May
10, 2019, JBS concluded the payment of BRL2.36 billion (USD600
million) related to the amortization of part of the debt covered by
the Normalization agreement entered with certain financial
institutions. At the end of May 2019, JBS prepaid an additional
USD400 million of debts under the normalization agreement and other
debt totaling USD1 billion using approximately USD500 million from
the issuance of the senior notes maturing in 2026.

FULL LIST OF RATING ACTIONS

Fitch has upgraded the following ratings:

JBS S.A.

  -- Long-Term Foreign and Local Currency IDRs to 'BB' from 'BB-';


  -- National Scale rating to 'AA+(bra) from 'A(bra)'.

JBS Investments GmbH

  -- Notes due 2023 and 2024 to 'BB' from 'BB-'.

JBS Investments II GmbH

  -- Notes due 2026 to 'BB' from 'BB-'.


USINAS SIDERURGICAS: S&P Affirms 'B' ICR Despite Margin Volatility
------------------------------------------------------------------
S&P Global Ratings on June 14, 2019, affirmed its 'B' global scale
and 'brA+' national scale issuer credit ratings on Brazilian
steelmaker Usinas Siderurgicas de Minas Gerais S.A. (Usiminas). S&P
also affirmed its 'brA+' issue-level rating on the company's senior
secured debt with a recovery rating of '3', reflecting its
expectation of a recovery of 55% (rounded estimate).

S&P said, "The positive outlook reflects our expectations of a
gradual deleveraging in the coming quarters, although at a slower
pace that we previously expected. We believe a gradual recovery in
Usiminas' EBITDA margins would result in positive cash flow
generation, despite higher investment levels, mainly for paying
down debt, while the company maintains an adequate liquidity."

Usiminas' stronger operating performance, stemming from its
turnaround plan in the previous years, combined with a gradual
recovery of the Brazilian steel market, has led to a structural
improvement in margins. However, since the end of 2018, the
stagnating steel demand in the domestic market, a sales mix more
concentrated in lower value-added steel, and higher raw material
costs, including the acquisition of third-party slabs, led to
margins volatility.

S&P said, "We believe Usiminas' margins will recover gradually in
the next few quarters through a slight increase in domestic steel
demand, a still healthy premium over imported steel, which allows
for price adjustments, as well as better sales mix and iron ore
prices. This will allow the company to start a new investment cycle
for the next three years without pressuring its leverage. We
believe these investments, mainly to improve asset efficiency, such
as the modernization of a blast furnace at the Ipatinga plant and
dry stacking process at the company's mining operations, will help
heighten the operating performance's resilience.

"In this sense, we expect the company's metrics to improve
gradually in the next few years, leading to debt to EBITDA of
2.5x-3.0x, funds from operations (FFO) to debt of 23%-28%, and FOCF
generation, which Usiminas will mostly use to amortize debt, given
that the dividend payout will remain at the minimum legal level. We
look at gross leverage ratios for Usiminas when analyzing leverage
because its cash reserves tend to be volatile, but we acknowledge
that the company counts with a meaningful cash position that would
be used in part to pay down debt.

"Nevertheless, we still view Usiminas as very much dependent on the
domestic economy, which limits its ability to offset weaker market
conditions in comparison with similarly rated peers in the industry
and in the same rating category. We believe that this exposes the
company to potential volatility in its credit metrics, should
market conditions deteriorate, as seen in previous years."




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D O M I N I C A N   R E P U B L I C
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DOMINICAN REPUBLIC: Blackouts Continue in Santo Domingo
-------------------------------------------------------
Dominican Today reports that the blackouts continue to hit several
sectors of Greater Santo Domingo where customers complain of long
hours without electric service, especially at night and early
morning.

According to the Coordinating Body of the National Interconnected
Electrical System (OC-SENI), on June 17, about 14 power plants were
off line, 23 partially unavailable and 16 were available, the
report relays.

Among the unavailable plants were Los Mina 5 y 6, Monte Plata Solar
and Estrella del Mar 2 CFO, the report says.  The CESPM 3 plant was
not injecting energy into the system until after 3:00 p.m, the
report discloses.

The report adds that at the end of May, Punta Catalina power plant
manager Jaime Aristy Escuder had informed that the plant would be
out of service only until the first week of June to make some
adjustments.  However, as of mid-June, the plant has not supplied
energy into the grid, the report notes.

As reported in the Troubled Company Reporter-Latin America on June
3, 2019, Fitch Ratings has assigned a 'BB-' rating to Dominican
Republic's DOP50.523 billion notes (equivalent to USD1 billion ),
maturing 2026 and to the USD1.5 billion bonds maturing 2049.


DOMINICAN REPUBLIC: Stock Market Needs 'Push' Toward IPOs
---------------------------------------------------------
Dominican Today reports that the Dominican Republic's stock market
is growing at a brisk pace, but needs a "push" to compete with that
of other economies.

The statement is by Santiago Camarena, executive vice president of
Alpha Inversiones, one of the leading securities traders, according
to Dominican Today.

Despite recognizing that the country still has "all the products in
the world," Mr. Camarena stressed that Alpha is promoting the stock
market so that the customer begins to find products and in turn are
tailored according to their needs, the report notes.

The executive expects that once the regulations of Law 249-17 of
the Stock Market are approved, private companies will venture into
initial public offerings (IPO), the report relays.

Mr. Camarena spoke during a visit on Monday, to El Nuevo Diario
editor-in-chief Persio Maldonado, and economics journalist Clara
Gonzalez, the report adds.

As reported in the Troubled Company Reporter-Latin America on June
3, 2019, Fitch Ratings has assigned a 'BB-' rating to Dominican
Republic's DOP50.523 billion notes (equivalent to USD1 billion ),
maturing 2026 and to the USD1.5 billion bonds maturing 2049.




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J A M A I C A
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JAMAICA: Seeks to Increase Tourist Arrivals From France
-------------------------------------------------------
RJR News reports that Jamaica Tourism Minister Ed Bartlett and
Director of Tourism Donovan White have set a target of 20,000
French visitors by 2021.

This will make France the second largest market in Continental
Europe, according to RJR News.

Speaking at a special reception for travel agents and tour
operators in Paris, Mr. Bartlett disclosed plans for a
familiarization tour for 250 French travel agents and tour
operators as well as working to launch a direct flight from Paris
to Montego Bay by the winter season in 2020, the report adds.

As reported in the Troubled Company Reporter-Latin America on Sept.
27, 2018, S&P Global Ratings revised its outlook on Jamaica to
positive from stable. At the same time, S&P affirmed its 'B'
long-and short-term foreign and local currency sovereign credit
ratings, and its 'B+' transfer and convertibility assessment on the
country.




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M E X I C O
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UNIFIN FINANCIERA: Fitch Affirms 'BB/B' Issuer Default Ratings
--------------------------------------------------------------
Fitch Ratings has affirmed Unifin Financiera, S.A.B. de C.V.
Long-Term and Short-Term Foreign and Local Currency Issuer Default
Ratings at 'BB' and 'B', respectively. Unifin's National Scale
ratings were also affirmed at 'A(mex)' and 'F1(mex)'. The long-term
Rating Outlooks are Stable.

The company's ratings of its global senior debt and perpetual bonds
were also affirmed.

KEY RATING DRIVERS

IDRS, NATIONAL RATINGS AND SENIOR DEBT

Unifin's ratings are highly influenced by its national leadership
in the independent leasing sector in Mexico (non-related to
financial holding company) and its ample expertise in its core
market focused on SME typically unattended by the banking sector.
The ratings are also significantly influenced by its relatively
tight capitalization metrics. Ratings also consider Unifin's good
earnings, controlled asset quality, and well-managed liquidity and
funding.

The adoption of IFRS accounting standards in 1Q19 gives better
clarity on Unifin's asset quality, which has led to stronger
reserve coverage; however, this put further pressure on the
company's already-tight capitalisation and leverage position under
Fitch's core metric. As of March 2019 and following the adoption of
IFRS, Unifin's leverage ratios (measured as total debt to tangible
common equity) exceeded Fitch's sensitivity according to its
ratings level, as it reached 8.5x. This ratio was mainly impacted
by around 190 bps, after IFRs application by an immediate and
sizeable effect on retained earnings, but Fitch expects a leverage
recovery in the following 18 to 24 months through internally
generated capital, to levels around 7x. The company projections
consider leverage gradually improving to nearly 7.1x as of YE 2020,
a ratio that Fitch believes is still relatively tight, but
consistent with the current rating level. If the company does not
show a consistent improvement of leverage metrics toward the 7x
threshold, negative rating actions could arise over the near
future.

The ratings also reflect the company's strategic objectives
well-articulated but accompanied by a high risk appetite due to an
ample balance sheet growth.

Fitch believes Unifin's strong market position drives its sound
ability to generate earnings through economic cycles. Despite some
pressures on earnings due to higher interest expenses, lower growth
than previous years and structural changes under IFRS, Unifin's
profitability remains at good levels but lower than historical
records. As of March 2019, Unifin's pre-tax income to average
assets ratio was 2.7% from historic average levels of 4.0%, still a
credit strength to the current rating level.

Despite Unifin's high growth pace, its focus on SME lending and a
less benign operating environment, asset quality is controlled and
has not resulted in a general deterioration or material borrower
concentrations. In Fitch's view, Unifin's adherence to its credit
policy and its relatively sound collection practices support its
adequate asset quality. Under IFRS there is more visibility on
non-performing loans (NPLs) and more prudential loan loss allowance
approach. As of March 2019, Unifin's NPL ratio stood at 3.6%,
levels lower to that showed by its closest peers; while the loan
loss allowance coverage of NPLs increased to 57.0%, which continues
to be relatively limited in Fitch's opinion.

Unifin has a more diversified and unsecured funding structure than
local peers. However, the entity is heavily reliant on wholesale
financing through local debt issuances via securitizations and
international senior bonds (72% of its total interest bearing
liabilities, considering 50% of debt from perpetual bonds).
Nevertheless, this funding structure has proven effective for
Unifin because it helps on properly matching the asset-liability
tenor profile.

Fitch considers that Unifin's refinancing risk is carefully
monitored and managed because of the company's diversified funding
structure, well-planned liability maturities and reasonable levels
of liquid assets held. Also, the reasonable flexibility provided by
the current portfolio securitizations and adequate levels of
unencumbered loans help to mitigate refinancing risk. As of March
2019, the unsecured debt to total debt stood at 56%, sound levels
than compares better than peers.

Unifin's outstanding global bonds are senior and rank equally with
all of the company's current and future outstanding senior debt.
The rating assigned to these bonds is the same as Unifin's IDR of
'BB'.

HYBRID SECURITIES

Unifin's hybrid notes are rated two notches below its Long-Term
IDR. The two-notch differential represents incremental risk
relative to the entity's IDRs, reflecting the increased loss
severity due to its subordination and heightened risk of
non-performance relative to senior obligations.

The hybrid notes qualify for 50% equity as it meets Fitch's
criteria with regard to the ability to defer coupon payments, the
existence of a coupon step-up of 500 bps in the event of a change
of control and its perpetual nature. The terms of the issuance
incorporate a feature that according to Fitch's criteria may be
considered an effective maturity date 15 years after the first call
date, due to the existence of a cumulative step-up greater that 100
bps. This could lead Fitch to stop assigning equity credit seven
years prior to such effective maturity date.

RATING SENSITIVITIES

IDRS, NATIONAL RATINGS AND SENIOR DEBT

Unifin's ratings could be downgraded if its leverage metrics do no
recover consistently from its current high levels in a period of 18
to 24 months. Specifically, if the company's total debt to tangible
common equity ratio does not show a consistent downward trend
toward 7x during 2019-2020 period.

Upside potential is limited in view of the company's aggressive
capital management policies, but it could occur in the medium term
if the company is able to material improve its capitalization and
leverage metrics, particularly if the company's total debt to
tangible common equity ratio is reduced and maintained consistently
and materially below 7x, while maintaining its sound other
financial fundamentals and a strong competitive position.

Senior debt ratings would mirror any changes in Unifin's corporate
ratings or could be downgraded below Unifin's IDRs if the level of
unencumbered assets substantially deteriorates subordinating the
bondholders to other debt.

HYBRID SECURITIES

Unifin's hybrid notes rating is primarily sensitive to a change in
the company's IDRs. Fitch expects that under most circumstances the
notes will remain rated two notches below the IDR.

Fitch has affirmed Unifin's ratings as follows:

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

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

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

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

  -- National Scale Long-Term rating at 'A(mex)'; Stable Outlook;

  -- National Scale Short-Term rating at 'F1(mex)';

  -- Seven-year USD450 million 7.00% senior unsecured bond at  
'BB';

  -- Seven-year USD400 million 7.25% senior unsecured bond at
'BB';

  -- Eight-year USD300 million 7.375% senior unsecured bond at
'BB';

  -- Subordinated Perpetual notes USD250 million 8.875% at 'B+'.




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P U E R T O   R I C O
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CHARLOTTE RUSSE: K&S, Chipman Brown Represent Term Lenders
----------------------------------------------------------
In the Chapter 11 proceedings of Charlotte Russe Holding, Inc., et
al., Chipman Brown Cicero & Cole, LLP and King & Spalding LLP filed
a verified statement pursuant to Rule 2019 of the Federal Rules of
Bankruptcy Procedure to disclose that they represent the Ad Hoc
Group of Prepetition Term Loan Lenders.

In November of 2018, certain beneficial holders, or investment
advisors, sub-advisers or managers of the account of beneficial
holders of Term Loans, pursuant to a Credit Agreement, dated as of
May 22, 2013, among Charlotte Russe, Inc., a California
corporation, Charlotte Russe Holding, Inc., the Subsidiary
Guarantors party thereto, the lenders party thereto (the
"Prepetition Term Loan Lenders"), and Jefferies Finance LLC, as
administrative agent and collateral agent (in such capacities, the
"Prepetition Term Loan Agent" and together with the Prepetition
Term Loan Lenders, the "Ad Hoc Group of Prepetition Term Loan
Lenders"), contacted King & Spalding LLP ("K&S") to represent them
in connection with the potential restructuring of the Debtors.

The Ad Hoc Group of Prepetition Term Loan Lenders subsequently
retained Chipman Brown Cicero & Cole, LLP as local counsel when
informed by the Debtors that they would pursue a reorganization in
the United States Bankruptcy Court for the District of Delaware.

The individual members of the Ad Hoc Group of Prepetition Term Loan
Lenders hold claims and interests, or advise, sub-advise or manage
accounts that hold claims and interests against the Debtors arising
from the Term Loans and common stock in Charlotte Russe Holding,
Inc.  As of March 6, 2019, the disclosable economic interests held
by each member of the Ad Hoc Group of Prepetition Term Loan Lenders
are:

   1. KKR Asset Management LLC
      9 West 57th Street, Suite 4200
      New York, NY 10019
      Attn: Jeremiah Lane
      * $22,647,892.68 principal amount of Term Loans.
      * 54,366 shares of common stock

   2. Marathon Asset Management LP
      One Bryant Park, 38th Floor
      New York, NY 10036
      Attn: Neha Thumar
      * $8,354,820 principal amount of Term Loans
      * 20,056 shares of common stock

   3. Mainstreet Capital Corporation
      1300 Post Oak Blvd., 8th Floor
      Houston, TX 77056
      Attn: Nick Meserve
      * $14,169,607 principal amount of Term Loans
      * 34,014 shares of common stock

   4. Octagon Credit Investors, LLC
      250 Park Avenue, 15th Floor
      New York, NY 10177
      Attn: Jeremey Stern
      * $14,021,417 principal amount of Term Loans
      * 33,660 shares of common stock

   5. Southpaw Credit Opportunity Master Fund LP
      2 Greenwich Office Park, 1st floor
      West Greenwich, CT 06831
      Attn: Jeremy Skrezyna
      * $3,186,411 principal amount of Term Loans
      * 7,649 shares of common stock

   6. MJX Asset Management, LLC
      12 E 49th Street, 38th Floor
      New York, NY 10017
      Attn: Fred Taylor
      * $4,659,863 principal amount of Term Loans
      * 11,186 shares of common stock

    7. Apex Credit Partners LLC
       520 Madison Avenue 10th Floor
       New York, NY 10022
       Attn: Sarthak Shah
       * $4,953,776 principal amount of Term Loans
       * 11,922 shares of common stock

Attorneys for Jefferies Finance LLC in its capacity as Term Loan
Agent and an Ad Hoc Group of Prepetition Term Loan Lenders:

         William E. Chipman, Jr., Esq.
         Mark D. Olivere, Esq.
         CHIPMAN BROWN CICERO & COLE, LLP
         Hercules Plaza
         1313 North Market Street, Suite 5400
         Wilmington, DE 19801
         Telephone: (302) 295-0193
         Facsimile: (302) 295-0199
         E-mail: chipman@chipmanbrown.com
                 olivere@chipmanbrown.com

                 - and -

         Michael Rupe, Esq.
         Christopher G. Boies, Esq.
         Michael R. Handler, Esq.
         KING & SPALDING LLP
         1185 Avenue of the Americas, 35th Floor
         New York, NY 10036
         Telephone: (212) 556-2100
         E-mail: mrupe@kslaw.com
                 ajowers@kslaw.com
                 cboies@kslaw.com
                 mhandler@kslaw.com

                 and

         W. Austin Jowers
         KING & SPALDING LLP
         1180 Peachtree Street
         Atlanta, GA 30309
         Telephone: (404) 572-4600
         E-mail: ajowers@kslaw.com

                   About Charlotte Russe Holding

Charlotte Russe Holding, Inc., is a specialty fashion retailer of
young women's apparel and accessories comprised of seven entities.
The company and its affiliates are headquartered in San Diego,
California and have one distribution center located in Ontario,
California.  In addition, the companies lease office space in Los
Angeles, California and San Francisco, California, where they
primarily conduct merchandising, marketing, e-commerce and
technology functions.

The companies sell their merchandise to customers in the contiguous
48 states, Hawaii, and Puerto Rico through their online store and
512 Charlotte Russe brick-and-mortar stores located in various
regional malls, outlet centers, and lifestyle centers.  The bulk of
the companies' apparel and accessory products are sold under the
Charlotte Russe brand with ancillary brands for denim and perfume
(Refuge), young women's plus-size apparel (Charlotte Russe Plus),
and cosmetics (Charlotte by Charlotte Russe).

Charlotte Russe Holding and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
19-10210) on Feb. 3, 2019.

At the time of the filing, Charlotte Russe Holding estimated assets
of $100 million to $500 million and liabilities of $100 million to
$500 million.

The cases are assigned to Judge Laurie Selber Silverstein.

The Debtors tapped Bayard, P.A. and Cooley LLP as their bankruptcy
counsel; Guggenheim Securities, LLC as their investment banker; A&G
Realty Partners, LLC as lease disposition consultant and business
broker; Gordon Brothers Retail Partners LLC, Hilco Merchant
Resources LLC and Malfitano Advisors, LLC as liquidation
consultant; and Donlin, Recano & Company, Inc., as claims and
noticing agent.


PUERTO RICO: Oversight Board Defends Plan As Way Out Of Bankruptcy
------------------------------------------------------------------
Karen Pierog at Reuters reports that Puerto Rico's federally
created financial oversight board defended a new agreement with
creditors, saying it will result in an affordable and sustainable
debt level and allow the U.S. commonwealth to exit bankruptcy next
year.

The board has come under fire by Puerto Rico's government and some
creditors over pension cuts or its disparate treatment of
bondholders, according to Reuters.

The Financial Oversight and Management Board announced a deal that
establishes terms for restructuring more than $18 billion of Puerto
Rico's general obligation (GO) and Public Buildings Authority (PBA)
debt, the report relays.  A group of investment firms that signed
on to the agreement, which calls for recoveries of about 64% for GO
bonds and 73% for PBA debt, own about $3 billion of what the board
calls "vintage" bonds that are not being challenged in court, the
report says.

The deal, along with an agreement with a retirees committee over
pensions that the Puerto Rico government opposes, will be part of a
core government debt-adjustment plan the oversight board said it
expects to file in U.S. District Court within 30 days. Puerto Rico
entered a bankruptcy-like process in 2017 to restructure about $120
billion of debt and pension obligations, the report notes.

"We've reached a significant milestone for Puerto Rico. The end of
bankruptcy's in sight," Natalie Jaresko, the board's executive
director, told reporters, the report relates.

Reuters discloses that she said the deal would reduce $35 billion
of liabilities to $12 billion and lower the island's maximum annual
payments on debt, including already restructured sales tax-backed
bonds, by 64 percent to $1.5 billion.

Other creditors are pushing back on the agreement.

Assured Guaranty, which insures some GO bonds, said that only about
10 percent of bondholders back the deal, which it contended
involves an "unprecedented and meritless attempt to invalidate
certain lawfully issued general obligation bonds, acceptance of
erroneous and misleading financial projections in the oversight
board's legally flawed fiscal plan, and artificial separation of
similarly situated creditors into classes that would receive
unequal treatment," Reuters notes.

The board has taken steps in court to void certain bonds issued by
the government and its agencies and also filed claims to recoup
more than $1 billion in debt service payments from investors, the
report says.

Jaresko said those bondholders can avoid litigation and accept
recoveries of 45% for GO bonds issued in 2012 and 35% for 2014
bonds, noting that if the bonds are ultimately invalidated by the
court they would receive nothing, the report relays.  If the court
rules the bonds did not violate a debt limit in Puerto Rico's
constitution, recoveries would match those in the agreement, she
added.

Puerto Rico's government opposes the deal mainly because it
includes a reduction in pension payments to certain retirees, the
report notes.  The government's fiscal agency warned that without
legislative and executive support and action, the upcoming debt
adjustment plan could not be implemented, the report says.

Jaresko said the upcoming debt-adjustment plan is aimed at
sustaining pensions, which are currently funded on a pay-go basis,
and that it was unclear if the plan requires legislation, the
report adds.

                       About Puerto Rico

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

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

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

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

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

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

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

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

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

Prime Clerk LLC is the claims and noticing agent.  Prime Clerk
maintains a case web site at
https://cases.primeclerk.com/puertorico

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

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

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

                    Bondholders' Attorneys

Kramer Levin Naftalis & Frankel LLP and Toro, Colon, Mullet, Rivera
& Sifre, P.S.C. and serve as counsel to the Mutual Fund Group,
comprised of mutual funds managed by Oppenheimer Funds, Inc., and
the First Puerto Rico Family of Funds, which collectively hold over
$4.4 billion of GO Bonds, COFINA Bonds, and other bonds issued by
Puerto Rico and other instrumentalities.

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

Paul, Weiss, Rifkind, Wharton & Garrison LLP, Robbins, Russell,
Englert, Orseck, Untereiner & Sauber LLP, and Jimenez, Graffam &
Lausell are co-counsel to the ad hoc group of General Obligation
Bondholders, comprised of Aurelius Capital Management, LP, Autonomy
Capital (Jersey) LP, FCO Advisors LP, and Monarch Alternative
Capital LP.

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

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

                          Committees

The U.S. Trustee formed an official committee of retirees and an
official committee of unsecured creditors of the Commonwealth.  The
Retiree Committee tapped Jenner & Block LLP and Bennazar, Garcia &
Milian, C.S.P., as its attorneys.  The Creditors Committee tapped
Paul Hastings LLP and O'Neill & Gilmore LLC as counsel.


SAN JUAN ICE: Sept. 11 Hearing on Amended Plan and Disclosures
--------------------------------------------------------------
Bankruptcy Judge Mildred Caban Flores conditionally approved San
Juan Ice Inc.'s amended disclosure statement in support of its
amended plan.

Acceptances or rejections of the amended plan and any objection to
the final approval of the amended disclosure statement and/or
confirmation of the amended plan must be filed 14 days prior to the
confirmation hearing.

A hearing for the consideration of the final approval of the
amended disclosure statement and the confirmation of the amended
plan will be held on Sept. 11, 2019, at 9:00 AM, at the U.S.
Bankruptcy Court, Jose V. Toledo U.S. Post Office and Courthouse
Building, 300 Recinto Sur Street, Courtroom 3, Third Floor, San
Juan, Puerto Rico.

                  About San Juan Ice, Inc.

San Juan Ice Inc., based in San Juan, PR, filed a Chapter 11
petition (Bankr. D.P.R. Case No. 18-01784) on April 3, 2018.  In
the petition signed by Ramiro Rodriguez Pena, president, the Debtor
disclosed $580,495 in assets and $1.17 million in liabilities.  The
Hon. Mildred Caban Flores presides over the case.  Robert Millan,
Esq., at Millan Law Offices, serves as bankruptcy counsel.




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

VENEZUELA: Immigrants Brave Long Lines to Enter Peru
----------------------------------------------------
EFE News reports that long lines of Venezuelan immigrants formed at
the border crossing station between Ecuador and Colombia waiting to
travel onwards to Peru before that country, starting on the
weekend, demands a visa to enter, despite the difficulties that
they are having on the Colombian side.

Ecuadorian and Colombian authorities said that the flow of
Venezuelan citizens has increased in recent hours due primarily to
two things: the fact that Venezuelan President Nicolas Maduro
decided to open the border with Colombia and the entry into force
as of midnight on June 8 of Peru's demand that all foreigners
entering the country must have visas, according to EFE News.

As reported in the Troubled Company Reporter-Latin America, 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'.



                           *********


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 2019.  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
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Information contained herein is obtained from sources believed to
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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,
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