TCRLA_Public/190822.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, August 22, 2019, Vol. 20, No. 168

                           Headlines



A R G E N T I N A

ARGENTINA: IMF in Talks With Government After Market Turmoil
BANCO PATAGONIA: S&P Cuts LT ICR  to 'B', Outlook Negative
JUJUY PROVINCE: S&P Cuts ICR to 'CCC+', Outlook Negative
YPF SA: S&P Lowers Currency Ratings to 'B-', Outlook Negative


B R A Z I L

AVIANCA BRASIL: To Exit Star Alliance
BRAZIL: Economy is Operating Below Capacity
OI SA: Shares Sink Over News of Shareholder Seeking to Change CEO


J A M A I C A

JAMAICA: Finance Ministry Cancels Domestic Debt Issues


M E X I C O

MAXCOM TELECOMUNICACIONES: Case Summary & 20 Largest Creditors
MAXCOM TELECOMUNICACIONES: Returns to Chapter 11 With Prepack


V E N E Z U E L A

PETROLEOS DE VENEZUELA: Debt to Russia's Rosneft Down to $1.1BB
PETROLEOS DE VENEZUELA: Fire Hit Tanker Anchored Off Coast

                           - - - - -


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

ARGENTINA: IMF in Talks With Government After Market Turmoil
------------------------------------------------------------
James Politi and Benedict Mander at The Financial Times report that
IMF officials are in talks with Mauricio Macri's government in
Argentina as it develops "policy plans" to tackle the brutal
sell-off that has afflicted the Latin American nation since a
primary vote this month foreshadowed a populist victory in upcoming
presidential elections.

"We are closely following recent developments in Argentina and are
in ongoing dialogue with the authorities as they work on their
policy plans to address the difficult situation that the country is
facing," Gerry Rice, the IMF spokesman said on Twitter, according
to The Financial Times.  He added that IMF staff would travel to
Buenos Aires "soon," the report notes.

Mr. Macri, Argentina's sitting president, suffered a blow in
primary elections this month. Alberto Fernandez, a populist
challenger, is now the clear frontrunner ahead of the presidential
election set for October, the report relates.

The president had negotiated a package of reforms that allowed
Argentina to receive a $57 billion bailout from the IMF--the
largest in IMF history--which could be in peril if Mr. Fernandez
were to secure control of the presidency in the autumn, the report
says.

The rising chances of victory for Mr. Fernandez sent Argentine
assets, including its currency, the peso, plummeting, jeopardizing
the economic stability that had returned to the country in recent
months, the report notes.

Nicolas Dujovne, Argentina's finance minister who was central to
the negotiation of the bailout package last year, resigned in
recognition of the economy's poor performance since the IMF deal
was signed, the report relays.  Mr. Macri's election defeat was
seen as a consequence of the economic hardship suffered by many
Argentines since last year's currency crisis, adds the report.

Mr. Dujovne was replaced by Hernan Lacunza, previously the economy
minister of the province of Buenos Aires, whose key tasks include
continuing negotiations with the IMF ahead of the planned
disbursement of the next $5.4 billion tranche of the program by the
end of September, the report relates.

One of Mr. Dujovne's last moves while in government was to design
an economic package aimed at alleviating the plight of Argentines
suffering from an ongoing recession and inflation of more than 50
per cent, the report discloses.

According to The FT, The package will cost about $740 million and
could compromise fiscal targets set by the IMF.  It included tax
breaks, increased subsidies, loans for students and small
businesses and a 90-day freeze on petrol prices.  Critics said it
was too little, too late, and would fail to reverse Mr. Fernandez's
15-point lead in the elections, with the first round of voting due
on October 27.

The report discloses that Mr. Fernandez has attempted to calm
market fears by insisting that if he wins the elections he will not
crash out of the IMF program, and instead renegotiate it and extend
maturities.  One of his economic advisers, Guillermo Nielsen,
insisted this week that Mr. Fernandez was not planning on
restructuring Argentina's debt, the report adds.

                           About Argentina

As reported in the Troubled Company Reporter-Latin America on Aug.
20, 2019, Fitch Ratings has downgraded the sovereign ratings of
Argentina, including its Long-Term Foreign-Currency Issuer Default
Rating to 'CCC' from 'B'. The downgrade reflects elevated policy
uncertainty following the Aug. 11 primary elections, a severe
tightening of financing conditions, and an expected deterioration
in the macroeconomic environment that increase the likelihood of a
sovereign default or restructuring of some kind.

On Aug. 16, 2019, S&P Global Ratings lowered its long-term foreign
and local currency sovereign credit ratings on Argentina to 'B-'
from 'B'. The outlook is negative. S&P said, "We also affirmed our
'B' short-term foreign and local currency sovereign credit
ratings.
At the same time, we placed our 'raAA-' national scale rating on
Argentina on CreditWatch with negative implications and lowered our
transfer and convertibility assessment to 'B' from 'B+'."

On July 16, 2019, Moody's Investors Service changed the outlook for
the Government of Argentina to negative from stable. Concurrently,
Moody's has affirmed the B2 foreign-currency and local-currency
long-term issuer and senior unsecured ratings. The senior unsecured
ratings for shelf registrations were also affirmed at (P)B2. At the
same time Argentina's short-term rating was affirmed at Not Prime
(NP). The senior unsecured ratings for unrestructured debt were
affirmed at Ca and the unrestructured senior unsecured shelf
affirmed at (P)Ca.

Back in July 2014, Argentina defaulted on some of its debt, after
expiration of a 30-day grace period on a US$539 million interest
payment.  Earlier that day, talks with a court-appointed mediator
ended without resolving a standoff between the country and a group
of hedge funds seeking full payment on bonds that the country had
defaulted on in 2001. A U.S. judge had ruled that the interest
payment couldn't be made unless the hedge funds led by Elliott
Management Corp., got the US$1.5 billion they claimed. The country
hasn't been able to access international credit markets since its
US$95 billion default 13 years ago. On March 30, 2016, Argentina's
Congress passed a bill that will allow the government to repay
holders of debt that the South American country defaulted on in
2001, including a group of litigating hedge funds that won
judgments in a New York court. The bill passed by a vote of 54-16.

BANCO PATAGONIA: S&P Cuts LT ICR  to 'B', Outlook Negative
----------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit ratings on
Banco De Galicia Y Buenos Aires S.A.U. (Banco Galicia), Banco
Patagonia S.A., and Banco de la Provincia de Buenos Aires (BAPRO)
to 'B-' from 'B'. S&P said, "At the same time, we affirmed our
long-term 'B-' issuer credit and debt ratings on Banco Hipotecario
S.A. We also revised the outlook on it to negative from stable. In
addition, we affirmed our short-term issuer credit rating on Banco
Patagonia at 'B' and our debt rating on Banco Galicia at 'CCC'."
The outlook on long-term ratings on the four banks is negative,
mirroring the one on the sovereign.

The downgrade of the three banks on global scale mirrors a similar
action on Argentina. Pronounced financial market turbulence, with
the peso's sharp depreciation and a spike in interest rates,
following primary elections has substantially weakened the
sovereign's already vulnerable financial profile. The magnitude of
the market sell-off and its likely long duration during the
electoral period have weakened key rating indicators and pushed
policy execution to crisis management mode. S&P rarely rates
financial institutions higher than the sovereign where they
operate, because S&P considers it unlikely that these institutions
would remain unaffected by developments in domestic economies.

S&P said, "We're keeping our BICRA unchanged, at group '8' and
average risk for banks operating in the country (anchor) at 'b+'.
However, we're revising the economic risk trend to negative due to
the potential impact of the exacerbating adverse economic
conditions. (We assess BICRAs on a scale that goes from '1' [lowest
risk] to '10' [highest risk].)

"In the upcoming quarters, we expect domestic financial
institutions to continue operating under challenging economic
conditions, exacerbated by the recent market turmoil that's eroding
economic growth trajectory, and inflation and debt dynamics. We
expect GDP to contract 2.3% this year and inflation to accelerate
to 55% year on year, given the impact of the peso's 30%
depreciation. These factors are hampering credit growth in real
terms and banks' asset quality metrics. We consider adequate
provisioning, capitalization, and low credit-to-GDP ratio, given a
focus on formal sectors of the economy, will allow banks to cope
with additional losses stemming from the weakening asset quality.
Argentine banks have been increasingly providing dollar-denominated
loans, but most of these are to borrowers that generate income in
the same currency, such as exporters, which somewhat alleviates
potential risk. We expect the banking system to remain profitable,
but with a greater share coming from holdings in central bank
securities, which should more than offset higher charges for
provisions in response to rising delinquency.

"Our industry risk assessment incorporates Argentina's enhanced
regulatory framework after it implemented Basel III principles for
capital requirement calculations and liquidity ratios, and rolled
out aspects of international accounting rules. These factors align
Argentina's financial system more closely with international
standards. Nevertheless, risks for banks operating in Argentina are
still very high, given a weak regulatory track record, historically
low confidence of depositors in the system, and the absence of
diversified long-term funding. Deposits in the system exhibited
volatility in May 2018 and especially in August (with a 6% decline
in the deposit base in dollars) with a subsequent recovery. In
2019, we're also seeing volatility after primary elections,
expecting movements to be manageable and considering elevated
levels of liquidity. In addition, in our opinion, the shallow
domestic capital market and limited access to foreign capital
markets result in a narrow range of funding sources for banks."

JUJUY PROVINCE: S&P Cuts ICR to 'CCC+', Outlook Negative
--------------------------------------------------------
S&P Global Ratings lowered its foreign and local currency issuer
credit ratings on the city of Buenos Aires and the provinces of
Cordoba, Entre Rios, La Rioja, Mendoza, Neuquen, Rio Negro, Salta,
and Buenos Aires to 'B-' from 'B'. Also, S&P downgraded the
province of Jujuy to 'CCC+' from 'B-'. The outlook on the 10 LRGs
is negative.

On Aug. 16, 2019, S&P lowered its long-term foreign and local
currency ratings on Argentina to 'B-' from 'B' and assigned a
negative outlook.

Outlook

The negative outlook on the 10 Argentine local and regional
governments (LRGs) mirrors the negative outlook on the sovereign.
In a more complex internal and external environment for Argentina,
domestic LRGs are considerably vulnerable, while having a limited
room to maintain fiscal health in the next few years. Sharp and
consistent depreciation of the domestic currency has increased
pressures on LRGs' budgetary performance, which are likely to
continue rising for the remainder of the year. Demands for higher
salaries for public-sector employees, due to persistently high
inflation, and LRGs' ability to contain operating pressures will
remain a main source of concern for the next 12 months.

Downside scenario

S&P said, "We could lower the ratings on the Argentine LRGs if we
were to lower the ratings on the sovereign. Also, we could lower
the rating on Argentine LRGs if their stand-alone credit profiles
deteriorate beyond our base-case assumptions." This could occur,
for example, if poor decisions lead to unsustainable fiscal
deficits amid debt obligations in foreign currency and weak
liquidity positions. Also, growing concerns about the LRGs'
capacity to refinance existing debt in foreign and domestic
currencies and/or their unwillingness to service debt obligations
could prompt us to lower rating in the next 12-18 months.

Upside scenario

S&P said, "We could revise the outlook on the LRG ratings to stable
in the next 12 months if we were to take the same action on the
sovereign. We don't believe that Argentine LRGs can have higher
ratings than on the sovereign because they operate under a very
weak and volatile institutional framework that constrains their
ratings."

Rationale

Rating constraints for Argentine LRGs are the weak institutional
framework and economic woes. S&P said, "We expect economic
contraction of 2.3% in 2019, following a 2.5% decline in 2018, and
growth of only about 0.5% in 2020. However, other credit
factors--budgetary performance, quality of financial management,
liquidity position, and debt burden—influence LRGs' stand-alone
credit profiles (SACPs). We use the latter to assess the LRG's
intrinsic creditworthiness, absent the sovereign rating cap."

S&P assesses the SACPs at:

-- 'b+' for the city of Buenos Aires and province of Cordoba;

-- 'b' for the provinces of Mendoza, Salta, Neuquen, Entre Rios,
and La Rioja;

-- 'b-' for the provinces of Buenos Aires and Rio Negro; and

-- 'ccc+' for the province of Jujuy.

S&P said, "However, we cap our rating on the provinces and the city
of Buenos Aires at the 'B-' foreign currency long-term rating on
Argentina, because these entities don't meet our criteria for
having a higher rating than on the sovereign.

"In our view, the institutional framework for Argentine LRGs is
characterized by very weak institutional predictability, volatile
intergovernmental system, and fiscal imbalances. However, we
consider that the framework has improved during the Macri
administration, and we don't expect these gains to be reversed in
the next 12-18 months. Since 2016, automatic transfers to the
provinces have increased following various agreements between the
central and provincial governments.

"Debt burden among Argentine LRGs has increased over the past few
years; however, we don't consider it a rating constraint. Still,
the plummeting Argentine peso is making payments on the LRGs'
foreign debt more expensive, raising our concerns about their
budgetary performance, weak liquidity positions, and refinancing
risks in the coming years. However, LRGs have managed their reserve
funds to pay debt in 2018, and we believe that they will be able to
cover debt-servicing costs in 2019.

"In 2018, Argentine LRGs were able to post stronger revenues and
lower growth in spending. For 2019, we expect weaker fiscal results
under harsher macroeconomic conditions." To offer more details on
credit quality of each Argentine LRG that S&P rates, here are some
relevant factors:

The city of Buenos Aires

-- S&P revised downwards its SACP on Buenos Aires to 'b+' from
'bb-', given that Argentina's deteriorating economy will likely
weigh on the city's individual credit profile in 2019 and 2020.

-- However, S&P believes the city will continue to adhere to
fiscal austerity, resulting in operating surpluses close to 10% of
operating revenue and a deficit after capital expenditures (capex)
of slightly less than 5% of total revenue over the next few years.
The city of Buenos Aires' wealth and its higher infrastructure
spending than among other Argentine LRGs, should enable it to
maintain sustainable fiscal results.

-- Debt burden and debt service will still be subject to market
conditions, namely the peso's depreciation and reference interest
rates, but debt should remain just above 30% of operating revenue
towards 2021. Finally, while liquidity should remain weak given low
cash reserves, the city has access to external funding sources in
order to refinance significant debt maturities.

The province of Cordoba:

-- S&P lowered its SACP on Cordoba to 'b+' from 'bb-', as
Argentina's recession will likely dent provincial revenue, while
the weaker peso pressures the province's liquidity position.

-- S&P expects Cordoba to remain committed to sound fiscal
policies and to post relatively high operating surpluses in the
next two years. S&P expects the province to delay investment plans
in order to post low deficits after capex.

-- Weaker fiscal results and the peso's further depreciation could
drag down Cordoba's cash position, because almost all of the
province's debt is denominated in dollars. In addition, the
province's liquidity could be subject to volatility because Cordoba
faces a $725 million bullet amortization in June 2021.

The province of Mendoza:

-- S&P revised downwards its SACP on Mendoza to 'b' from 'b+'.
Fiscal constraints will remain for the next two years, with limited
room to increase revenue amid pressure to raise public-sector
wages. Nonetheless, S&P expects sound fiscal policies to remain
after the September provincial election.

-- Economic contraction will harm Mendoza's fiscal performance.
Therefore, S&P expects liquidity to remain relatively low and
subject to volatility for the next two years.

-- Mendoza's debt is exposed to foreign currency, mitigated by
revenue linked to the dollar, such as hydrocarbon royalties. The
peso's slide hasn't substantially worsened Mendoza's debt profile.

The province of Salta

-- Salta's 'b' SACP balances fiscal consolidation, increased
liquidity, and improvement in financial management, with some
uncertainty over the continuity of recently implemented policies,
which could weaken budgetary performance.

-- Salta has a track-record of issuances in the international
capital market of both plain vanilla and structured bonds backed by
hydrocarbon royalties. Debt burden remains manageable, about 30% of
revenues. The debt service profile is relatively smooth, with a
hike in 2022-2024 due to the amortization in three tranches of the
$350 million bond issued in 2016.

-- Salta has structural constraints such as a low GDP per capita
and high infrastructure gaps, which limit its flexibility, and are
likely to remain in the coming years.

The province of Entre Rios

-- Entre Rios' 'b' SACP reflects S&P's expectations of prudent
fiscal policies and moderate deficits after capex, despite
Argentina's economic instability.

-- Entre Rios has improved its fiscal performance in the past two
years. This was the result of the prudent management, additional
transfers from the federal government, and the gradual erosion of
real expenditures amid high inflation.

-- Fiscal sustainability should reduce the province's debt burden
over the next few years, although the latter and debt service will
remain vulnerable to market conditions, particularly the currency's
depreciation.

The province of La Rioja

-- La Rioja's 'b' SACP balances prudent fiscal policies with the
provincial structural weaknesses, such as an unfavorable
socioeconomic profile that hampers the budgetary flexibility.

-- Operating surpluses below 5% of operating revenues and
decreasing deficits after capex for the next three years should
preserve the province's cash position, which is stronger than those
of other provinces in Argentina, as seen in sufficient cash to
cover 2x of La Rioja's debt service for the next 12 months.

-- Argentine peso's steep depreciation raised La Rioja's debt
stock to 55% of the 2019 projected operating revenues from 38% in
2017. S&P expects a gradual reduction in debt because financing
needs will be limited. However, debt burden will remain vulnerable
to market conditions, because 80% of the debt stock is denominated
in foreign currency.

The province of Neuquen

-- The province's 'b' SACP reflects an economy that's stronger
than the nation's. However, the provincial economy is highly
concentrated in the hydrocarbon industry, which exposes Neuquen to
swings in commodity cycles.

-- The combination of the peso's sharp depreciation and increased
hydrocarbon production improved the provincial finances. However,
S&P expects budgetary performance to remain volatile because of the
province's exposure to cyclical revenues, namely hydrocarbon
royalties, and weak revenue and expenditure management.

-- Low debt burden and limited exposure to contingent liabilities,
with a track record of managing exposure to foreign currency risk,
support creditworthiness.

The province of Buenos Aires

-- S&P lowered the province's SACP to 'b-' from 'b', the same
level as the final rating. Although the province has adhered to its
fiscal consolidation plan since 2016, the worsening economy make it
more difficult for the province to continue at a similar pace as in
the past year, especially given its very large spending
constraints.

-- Budgetary performance is likely to remain weaker than those of
most domestic LRGs in 2019 and beyond, and we expect capex to
diminish given that financing conditions remain tight.

-- The peso's sharp depreciation lifted the debt to operating
revenue ratio to almost 70% in 2019. S&P expects debt to decrease
gradually over the next few years. The province has more than $1
billion in amortizations coming due in the next 12 months, and S&P
considers that the province could receive support from the central
government if market uncertainty remains for the remainder of 2019
and in 2020.

The province of Rio Negro

-- S&P revised downward Rio Negro's SACP to 'b-' from 'b', because
recession will likely crimp revenue. This, coupled with spending
restraints, will make further fiscal consolidation difficult to
implement.

-- Nonetheless, S&P believes that Rio Negro's commitment to fiscal
discipline, coupled with increasing resources from royalties, will
prevent fiscal deficits. S&P expects Rio Negro to post operating
surpluses of about 1.7% of operating revenues and deficits after
capex of about 4% of total revenues for 2019 and 2020.

-- Although 67% of Rio Negro's debt is in foreign currency, the
risk is mitigated by revenues linked to the dollar, such as
hydrocarbon royalties. The peso's recent depreciation hasn't
substantially worsened Rio Negro's debt profile.

The province of Jujuy

-- S&P lowered Jujuy's SACP to 'ccc+' from 'b-' as a result of
unfavorable economic and political conditions in Argentina, and
greater challenges to maintain fiscal sustainability.

-- Jujuy's budgetary constraints will result in substantial fiscal
deficits during 2019 and 2022, which is likely to keep Jujuy's
liquidity very weak.

-- These factors and exacerbating market volatility increase risks
for a province, about 90% of whose debt is denominated in foreign
currency. Although Jujuy may not face a payment crisis for the next
12 months, it's more vulnerable than other Argentine provinces.

In the coming months, S&P will publish full analyses for each LRG
with the corresponding financial stats and rating score snapshots.

  Ratings List
  Downgraded  
                          To             From
  Buenos Aires (City of)
  Issuer Credit Rating B-/Negative/-- B/Stable/--
  Senior Unsecured B-             B

  Buenos Aires (Province of)
  Issuer Credit Rating B-/Negative/-- B/Stable/--
  Senior Unsecured B-              B

  Cordoba (Province of)
  Issuer Credit Rating B-/Negative/-- B/Stable/--
  Senior Unsecured B-                B

  Entre Rios (Province of)
  Issuer Credit Rating B-/Negative/-- B/Stable/--
  Senior Unsecured B-             B

  Jujuy (Province of)
  Issuer Credit Rating CCC+/Negative/-- B-/Stable/--
  Senior Unsecured CCC+          B-

  La Rioja (Province of)
  Issuer Credit Rating B-/Negative/-- B/Stable/--
  Senior Unsecured B-                B

  Mendoza (Province of)
  Issuer Credit Rating B-/Negative/-- B/Stable/--
  Senior Unsecured B-               B

  Neuquen (Province of)
  Issuer Credit Rating B-/Negative/-- B/Stable/--
  Senior Secured       B-              B
  Senior Unsecured B-              B

  Province of Rio Negro
  Issuer Credit Rating B-/Negative/-- B/Stable/--
  Senior Unsecured B-               B

  Salta (Province of)
  Issuer Credit Rating B-/Negative/-- B/Stable/--
  Senior Unsecured B-            B
  Senior Secured    B-             B


YPF SA: S&P Lowers Currency Ratings to 'B-', Outlook Negative
-------------------------------------------------------------
S&P Global Ratings lowered its local and foreign currency ratings
on the following companies and utilities to 'B-'. The outlook on
these ratings is negative:

-- AES Argentina Generacion S.A;
-- Compania de Transporte de Energia Electrica en Alta Tension
TRANSENER S.A.;
-- Empresa Distribuidora y Comercializadora Norte S.A. (EDENOR);
-- IRSA Propiedades Comerciales S.A.;
-- IRSA Inversiones y Representaciones S.A.;
-- Pampa Energia S.A.;
-- Petroquimica Comodoro Rivadavia S.A.;
-- YPF Energia Electrica S.A.; and
-- YPF S.A.

S&P said "We also lowered our local and foreign currency ratings on
Telecom Argentina S.A. to 'B' from 'B+' and placed them on
CreditWatch negative. We lowered our ratings on Aeropuertos
Argentina 2000 S.A. to 'B' from 'B+' and assigned a negative
outlook.

"We placed the 'B' ratings on CAPEX S.A. and Transportadora de Gas
del Sur S.A. (TGS) on CreditWatch negative.

"Finally, we removed our 'B-' ratings on Compania General de
Combustibles S.A. from CreditWatch positive and assigned a negative
outlook.

"On Aug. 16, 2019, we lowered our local and foreign currency
ratings on Argentina to 'B-' from 'B' and assigned a negative
outlook. At the same time, we revised downwards our transfer and
convertibility (T&C) on the country to 'B' from 'B+'."

The rating action on the sovereign reflects the heightened
turbulence in financial markets amid concerns about policy
initiatives and execution under a potential Peronist
administration. This follows the resounding lead by a Peronist
candidate, Alberto Fernandez, in the country's primary elections.
The extreme market dynamics and volatility have exacerbated the
sovereign's underlying fiscal and external financing
vulnerabilities, given the heavy dependence on dollar financing and
lack of confidence in the Argentine peso as a store of value.

Amid this pronounced market turmoil, Argentina's economic growth
trajectory, inflation dynamics, debt profile, and external position
have all deteriorated, weakening its flexibility and performance
profile.

S&P lowered the ratings on the 11 Argentine entities listed above
because it views them as too exposed to Argentina, given that they
generate most of their cash flows in the country. Some of them are
also subject to domestic regulations that determine their revenues
(e.g., utilities). The downgrades reflect its belief that they face
substantial default risks in a hypothetical sovereign default
scenario, particularly involving a severe economic contraction and
currency depreciation.

Most of these entities also bear some form of currency mismatch due
to their large proportion of foreign currency denominated debts and
that their cash flows are predominantly in domestic currency. A
relatively low financial leverage among these entities and
manageable short-term debt maturities mitigate currency risks.

The 'B' ratings on Aeropuertos Argentina 2000 and Telecom Argentina
remain one notch above those on the sovereign, reflecting our view
that they're a bit more resilient to Argentine risks than the rest
of companies in the list. S&P'll continue monitoring these
entities' credit profiles, their separation from the sovereign's
credit quality as the situation evolves, and any new elements.

S&P said, "We removed the 'B-' ratings on Compania General de
Combustibles from CreditWatch positive and assigned a negative
outlook because the company faces meaningful refinancing needs in
2021and a portion of its gas operation is dependent on government
subsidies, which adds uncertainty over the medium term.

"The ratings on all these entities remain at or below Argentina's
T&C assessment because we continue to believe that probably none of
them would be able to continue honoring their foreign currency
obligations under potential restrictions to access to foreign
currency and/or restrictions on the ability to transfer money
abroad."

Similarly to the outlook on the sovereign, the outlooks on these
entities are negative, reflecting a greater likelihood of another
downgrade over the next 12 months amid very complex economic and
financial market dynamics exacerbated by October presidential
election. In our view, the greater vulnerabilities of Argentina's
credit profile stem from the depreciating exchange rate, a likely
acceleration in inflation, and a deepening economic recession.
These factors will increasingly challenge the ability of both the
current administration and the leading presidential candidate to
contain market volatility and restore financial and economic
stability.



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

AVIANCA BRASIL: To Exit Star Alliance
-------------------------------------
Aviation Tribune reports that Brazilian airline Ocean Air Linhas
Aereas, headquartered in Sao Paulo and formerly doing business as
Avianca Brasil, will formally leave Star Alliance with effect from
September 1, 2019.

Ocean Air's withdrawal follows several months of bankruptcy
protection and the withdrawal of its Air Operator Certificate (AOC)
by Brazilian regulator ANAC, according to Aviation Tribune.

The Star Alliance network maintains a significant and long-time
presence in the Brazilian market continuously since its founding in
1997, the report notes.

As of September 1, 2019, the Alliance will number 27 member
airlines.

The report notes that Jeffrey Goh, CEO Star Alliance, said:

"Initially joining Star Alliance in 2015, Avianca Brasil made
important contributions to our customer proposition in the
Brazilian market, and we regret this unfortunate development.

"I wish to stress that the exit of Avianca Brasil in no way affects
the membership of Avianca, our valued member based in Bogota,
Colombia, which continues to be a significant contributor to the
Alliance in South America," the report quoted Mr. Goh as saying.

Eleven of the Star Alliance member airlines offer direct services
to and from Brazil, namely: Air Canada, Avianca, Air China, Copa
Airlines, Ethiopian Airlines, Lufthansa, Swiss, South African
Airways, TAP Air Portugal, Turkish Airlines and United, the report
relays.

Taken together, Star Alliance member airlines operate 588 weekly
flights from 11 domestic points in Brazil to 17 Star Alliance hubs,
offering connections to a further 738 international destinations,
more than any other airline alliance, the report adds.


                     About Avianca Brasil

Avianca Brazil, officially Oceanair Linhas Aereas S/A, is a
Brazilian airline based in Sao Paulo, Brazil.  It operates
passenger services from more than 20 destinations.  It is hailed
as the fourth largest airline in Brazil.  Synergy Group is the
parent company of Avianca Brazil.

On December 10, 2018, Avianca Brazil filed for bankruptcy when
three lessors took a move to gain possession of 30% of the
airline's 50 all-Airbus fleet.  The airline further blamed high
fuel prices and a strong dollar for its troubles.  The airline
noted at that time that flights won't be affected.

Since the airline filed for bankruptcy, its operations
progressively diminish until they were suspended in late May 2019.

BRAZIL: Economy is Operating Below Capacity
-------------------------------------------
Rio Times Online reports that Brazil's economy is operating with
high levels of idle inputs, such as machinery and labor, in all
regions of the nation and with inflation at comfortable levels.

Such is the assessment of the Central Bank (BC) which released the
Regional Bulletin, according to Rio Times Online.

As reported in the Troubled Company Reporter-Latin America on May
27, 2019, Fitch Ratings has affirmed Brazil's Long-Term
Foreign-Currency Issuer Default Rating (IDR) at 'BB-' with a Stable
Outlook.

OI SA: Shares Sink Over News of Shareholder Seeking to Change CEO
-----------------------------------------------------------------
Tatiana Bautzer and Gabriela Mello at Reuters report that shares in
Brazilian telecoms carrier Oi SA posted heavy losses on Aug. 20,
after media reports that its largest shareholder, GoldenTree Asset
Management, is seeking to replace Oi's Chief Executive Officer
Eurico Teles.

Brazilian newspaper O Estado de S. Paulo reported earlier that
GoldenTree, which holds a 14.5% stake in the company, sent a letter
to the board saying Oi needs a CEO "that may execute the
operational restructuring recently proposed," the paper said,
mentioning the letter was dated Aug. 16, according to Reuters.

According to the media outlet, Oi Chairman Eleazar de Carvalho has
proposed Rodrigo Abreu, a member of Oi's board since September
2018, for the job, the report notes.  Abreu formerly served as CEO
for rival TIM Participacoes SA, the report relays.

Newspaper Valor Economico also reported GoldenTree wants to remove
Eurico, the report relays.

Oi common shares were trading down 21% on Aug. 20 at BRL0.79, while
preferred shares were falling 12% at BRL1.10.

Oi filed for Latin America's largest bankruptcy protection
proceeding three years ago, and asset managers are now its largest
shareholders after the conclusion of a debt-for-equity swap, the
report relays.

As reported on the Troubled Company Reporter-Latin America on May
31, 2019, Fitch Ratings has affirmed Oi S.A.'s Long-Term Foreign
and Local Currency Issuer Default Ratings at 'B-', the National
Long-Term Rating at 'BB-(bra)', and the 2025 notes rating at
'B-'/'RR4'. The Rating Outlook is Stable.

The ratings reflect improvements to Oi's financial profile after
the company's debt restructuring. The ratings also reflect Oi's
weak operating performance, challenged competitive position, and
uncertain turnaround prospects, says the report.

Oi filed for bankruptcy protection in June 2016 to restructure
approximately BRL65 billion of debt.



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

JAMAICA: Finance Ministry Cancels Domestic Debt Issues
------------------------------------------------------
RJR News reports that the Ministry of Finance has cancelled its
domestic debt issues which were published in the Government's
medium-term debt management strategy for financial years 2019/20 to
2022/23.

In a statement published on the Bank of Jamaica's website, the
Finance Ministry said the investment notes which were scheduled for
issue on August 23 will not be offered, according to RJR News.

In the statement, the Ministry apologized for any inconvenience
caused by changes to the schedule of debt issues for August 2019,
the report relates.

As reported in the Troubled Company Reporter-Latin America on June
27, 2019, RJR News said that Steven Gooden, Chief Executive Officer
of NCB Capital Markets, is warning that the increasing liquidity in
the Jamaican economy might result in heightened risk to the
financial market if left unchecked.  This, he said, is against the
background of the local administration seeking to reduce the debt
to GDP to 60% by the end of the 2025/26 fiscal year, which will see
Government repaying more than J$600 billion which will get back
into the system, according to RJR News.



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

MAXCOM TELECOMUNICACIONES: Case Summary & 20 Largest Creditors
--------------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:

    Debtor                                        Case No.
    ------                                        --------
    Maxcom USA Telecom, Inc. (Lead Case)          19-23489
    Ten Bank Street, Suite 560
    White Plains, NY 10606

    Maxcom Telecomunicaciones, S.A.B. de C.V.     19-23491
    Guillermo Gonzalez Camarena, 2000
    Centro Ciudad
    Santa Fe, Mexico, D.F. 01210

Business Description: Maxcom Telecomunicaciones, S.A.B. DE C.V is
                      a limited liability public stock corporation
                     (sociedad anonima burstatil de capital
                      variable) with indefinite life, organized
                      under the laws of Mexico in 1996.  Maxcom
                      USA is a wholly owned subsidiary of Maxcom
                      Parent organized under the laws of New York
                      in 2019.  The Debtors are an integrated
                      telecommunication services operator
                      providing voice and data services to
                      residential and small- and medium-sized
                      business customers in markets that the
                      Debtors believed were underserved by
                      Telefonos de Mexico, S.A.B. de C.V.,
                      the local telecommunication incumbent, and
                      other competing telecommunications
                      providers.

Chapter 11 Petition Date: August 19, 2019

Court: United States Bankruptcy Court
       Southern District of New York (White Plains)

Judge: Hon. Robert D. Drain

Debtors' Counsel: Pedro A. Jimenez, Esq.
                  Irena Goldstein, Esq.
                  PAUL HASTINGS LLP
                  200 Park Avenue
                  New York, NY 10166
                  Tel: 212-318-6000
                  Fax: 212-319-4090
                  Email: pedrojimenez@paulhastings.com
                         irenagoldstein@paulhastings.com

Debtors'
Financial
Advisor:          Floris B. Iking
                  Jorge L. Moreno Felix
                  Pablo Lopez Navarro
                  ALVAREZ & MARSAL MEXICO
                  Montes Urales 505, PB
                  Col. Lomas de Chapultepec
                  CP 11000, Mexico D.F.
                  https://www.alvarezandmarsal.com
                  Tel: 52 (55) 5596 2543
                  

Debtors'
Noticing,
Balloting, &
Claims
Administration
Agent:            PRIME CLERK LLC
                  830 Third Avenue, 9th Floor
                  New York, NY 10022
                  https://cases.primeclerk.com/maxcom/

Maxcom USA's
Estimated Assets: $100,000 to $500,000

Maxcom USA's
Estimated Liabilities: $0 to $50,000

Maxcom Telecomunicaciones'
Estimated Assets: $100 million to $500 million

Maxcom Telecomunicaciones'
Estimated Liabilities: $100 million to $500 million

The petitions were signed by Erik Gonzalez Laureano, authorized
officer.

Full-text copies of the petitions are available for free at:

          http://bankrupt.com/misc/nysb19-23489.pdf
          http://bankrupt.com/misc/nysb19-23491.pdf

List of Debtors' 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
1. Qualtel Sa De CV                   Services          $1,700,615
M. Herrera
Francisco Fernandez Trevino
475
Leones Monterrey
Monterrey 64600
Mexico
Tel: +528117693022
Email: mherrera@qualtel.com.mx

2. Instituto Federal de                 Fine            $1,054,404
Telecomunicaciones
IFT
Insurgentes Sur #1143
Col. Nochebuena 03720
Mexico
Tel: 55 5015 4000
Email: atencion@ift.org.mx

3. NEC De Mexico Sa De CV               Goods             $210,318
M. Ramirez
Jaime Balmes 8
Col Los Morales Polanco
11510
Mexico
Tel: +525521226500
Email: mramirez@nec.com.mx

4. MXT Eagle Towers Sapi De CV     Sale and Lease         $202,804
Oliver Deleau                           Back
Pedregal 24 Piso 3 Piso 3
Molino Del Rey 11040
Mexico
Tel: +525541298523
Email: oliver.deleau@mxtowers.com

5. Data Vision Digital SA De CV       Services            $172,114
Jaime Lama
Patriotismo 8
Col Condesa 12200
Mexico
Tel: +525541951100
Email: jaime.lama@datavision.com.mx

6. Westcon Mexico SA De CV              Goods             $139,554
Customer Service
Calle Lago Victoria 74 Piso
Piso 7
Col Granada 11520
Mexico
Tel: +525541603257
Email: anyluv@comstor-la.com

7. PROCOM Servicios                   Services            $133,869
Intelligentes
Ricardo Pelusi
Montes Athos
355-302-355-302
Lomas De Chapultepec III
11000
Tel: +525562864325
Email: ricardo.pelusi@procom-inc

8. Alcatel Lucent Mexico SA DE CV    Maintenance          $113,796
Eduardo Velazquez
Ciencia 13 13
Sin Numero Parque
Industrial 54730
Mexico
Tel: 5255262209200
Email: eduardo.velazquez@nokia.c

9. Innovaconect S De RL De CV        Maintenance          $104,284
Juan B.M.
Rio tuxpan 1
Paseos De Churubusco 09030
Mexico
Tel: +52553178586
Email: juanbm@innovaconect.com

10. SK Holdings SA DE CV             Maintenance           $84,334
Carlos
Paseo De Los Encinos 38
Fracc Los Encinos KM 46 5200
Mexico
Tel: +527282823258
Email: carlos@skh.mx

11. IP Matrix SA DE CV                 Services            $74,625
Accounts Receivable
Campos Eliseos 9050 H1 9050
H1
Campos Eliseos 32472
Mexico
Tel: +526562571281
Email: ar@transtelco.net

12. Profesionales EN                     Goods             $74,285
Computacion SA DE
Irene Antonio
Xicotencatl 109
Col Del Carmen Coyoacan
04100
Mexico
Tel: +5255867854489
Email: irene_antonio@pco.com.mx

13. Axtel S.A.B. De CV                  Services           $59,105
A. Ceballos
Blvd Diaz Ordaz KM 3.33 L 1
Col Unidad San Pedro 66215
Mexico
Tel: +528147701134
Email: aceballos77@gmail.com

14. Level SMS SA De CV                  Services           $55,229
Customer Service
Paseo De Las Palmas 215 304D
304D
Lomas De Chapultepec 1 SE
11000
Mexico
Tel: +525551478040
Email: smsadmin@c3ntro.com

15. ATC Holding Fibra Mexico           Maintenance         $48,946
Carolina Zainos
Juan Vazquez De Mella 48
PISO5
Los Morales Polanco 11510
Mexico
Tel: +525588501602
Email: Carolina.zainos@americant

16. Dupra Systems SA DE CV               Services          $45,820
C. Duran
Calle Taxco 14 506-
7 506-7
Roma Sur 06760
Mexico
Tel: +525552644058
Email: cduran@duprasystems.com

17. Secretaria de Couminaciones y           Fine           $43,389
Transporte
SCT
Insurgentes Sur 1089
Col. Nochebuana 03720
Mexico
Tel: 55-57-23-93-00
Email: buzon_ucg@sct.gob.mx

18. Grupo Polmesa SA De CV                Services         $42,180
Trevino
Plan Sexenal 3760 3760 3760
Jardin Revolucion
TLAquepaque 45580
Mexico
Tel: +523310295003
Email: trev@prodigy.net.mx

19. JAG Telecom SA DE CV                  Services         $41,293
Camacho
La Garita 31 LT 4
Col Calpultitla 55700
Mexico
Tel: +525565847696
Email: camachosua@jagtelecom.com

20. Victor Hugo Rodriquez Lopez            Services        
$39,300
Victor Hugo Rodriquez
Hornero 2 1 1
La Pradera El Marquez 76269
Mexico
Tel: +524422675039
Email: hugo1978_@hotmail.com

MAXCOM TELECOMUNICACIONES: Returns to Chapter 11 With Prepack
-------------------------------------------------------------
Maxcom Telecomunicaciones SAB, a Mexican telecommunications
company, returned to the U.S. bankruptcy court after six years to
seek confirmation of a prepackaged plan that would address its high
debt load.

The company and its Maxcom USA affiliate filed for protection from
creditors under Chapter 11 of the U.S. Bankruptcy Code in White
Plains, New York, with between $100 million and $500 million in
both assets and liabilities.

Maxcom Telecomunicaciones SAB ("Maxcom Parent") is a limited
liability public stock corporation (sociedad anonima burstatil de
capital variable) with indefinite life, organized under the laws of
Mexico in 1996.  Maxcom USA Telecom, Inc., is a wholly owned
subsidiary of Maxcom Parent organized under the laws of New York in
2019.

Maxcom Parent and its subsidiaries (together, the "Maxcom
Enterprise") are facilities-based telecommunications providers that
use a "smart-build" approach to deliver "last mile" connectivity to
enterprises, residential customers and governmental entities in
Mexico.

The Maxcom Enterprise operates in select metropolitan areas that
offer the best growth opportunities in telecommunications because
of a combination of concentrated population, low subscriber line
penetration, potential expenditure in telecom services per customer
and economic prosperity. The Maxcom Enterprise currently offers
services in the cities of Mexico City, Puebla, Queretaro, San Luis
Potosi, Guadalajara, Monterrey, Veracruz, Toluca, Leon,
Aguascalientes, among others.  As of December 31, 2018, the Maxcom
Enterprise's network encompassed 1,685 kilometers of metropolitan
fiber optic cable in 16 cities and over 504 kilometers of
high-quality copper loops capable of high-speed data transmission
in San Luis Potosa.

The Maxcom Enterprise is currently winding down its residential
segment, which involves the gradual closure of residential clusters
and mass disconnection of residential customers.  This divestiture
should be concluded by December 2019. For the second quarter ended
June 30, 2019, the Maxcom Enterprise's residential segment
generated approximately $1.4 million, 7% of the Maxcom Enterprise's
total consolidated revenues.  In contrast to the residential
segment, the Maxcom Enterprise recently reactivated its wholesale
business this year.  The revenue in this segment was approximately
$7 million, more than 2,000% as compared to the same period in
2018.  The wholesale segment generated approximately 35% of the
Maxcom Enterprise's revenues for the quarter ended June 30, 2019.

                  Prepetition Capital Structure

The Debtors' largest financial indebtedness is the amount that it
owes on account of old notes, in the amount of $103,378,674
outstanding, plus estimated accrued interest through August 18,
2019 of $5.6 million.  The old notes are secured by the Debtors'
fixed assets, but not the Debtors' cash or accounts receivable.

In light of the Debtors' liquidity constraints and the progress
made on negotiations concerning a restructuring, Maxcom Parent
elected not to make the interest payment of $4.1 million due on
June 15, 2019 in order to conserve cash for operational and
restructuring expenses.

Maxcom Parent is also indebted in the approximate amount of $29
million under certain leases and bank loans.  The vast majority of
such liabilities relate to leases for property and telecom
equipment.  

The remaining amount of the $29 million of non-Old Notes
liabilities is the $1.84 million owed to Banco Nacional de Comercio
Exterior, S. N. C., Banca de Desarrollo ("Bancomext").  The
Bancomext Loan is secured by a pledge of funds in a trust account,
on deposit at BBVA Bancomer, S.A., Institucion de Banca Multiple,
Grupo Financiero BBVA Bancomer ("BBVA"). Banco Mercantil del Norte
("Banorte") is the trustee of the Trust Account.

                      The 2013 Restructuring

The Old Notes were issued, in the aggregate principal amount of
$180.4 million, pursuant to a pre-packaged plan of reorganization
confirmed by the United States Bankruptcy Court for the District of
Delaware on Sept. 10, 2013 (the "2013 Plan").  The Old Notes are
governed by an indenture, dated as of Oct. 11, 2013, among Maxcom,
the guarantors named therein, Deutsche Bank Trust Company Americas,
as indenture trustee, and Deutsche Bank Luxembourg, S.A. as
Luxembourg sub-paying agent and transfer agent (the "Old Notes
Indenture").

The 2013 Plan embodied a restructuring and support agreement among
Maxcom Parent, Ventura Capital Privado, S.A. de C.V. ("Ventura
Capital"), and an ad hoc group of entities that held Maxcom
Parent's 11% Senior Notes due 2014 (the "2014 Senior Notes").
Under the 2013 Plan, the 2014 Senior Notes were extinguished and
the holders of the 2014 Senior Notes received on account of claims
arising from the 2014 Senior Notes, (a) the Old Notes, (b) cash in
the amount of unpaid interest accrued on the 2014 Senior Notes
during certain specified periods and (c) the rights to purchase
equity that was unsubscribed by Maxcom Parent's then current equity
holders.  Under the 2013 Plan, the only creditors of Maxcom Parent
and its affiliated debtors that were entitled to vote on the 2013
Plan were the holders of the 2014 Senior Notes; the remaining
classes of claims and equity interests were unimpaired.

On Sept. 27, 2013, a group of investors, represented by Ventura
Capital, completed an equity tender offer, acting through a trust
held by Banco Invex, S.A. Institucion de Banca Multiple, Invex
Grupo Financiero, a banking institution organized and existing
under the laws of the United Mexican States. As part of this
transaction, the Ventura Capital investors became Maxcom Parent's
principal shareholders.

Pursuant to the terms of the Old Notes Indenture, Maxcom Parent
used 50% of the capital contribution made by the Ventura Capital
investors to make an offer to repurchase the Old Notes, but only to
the extent that such capital contribution exceeded $5 million, at a
price equal to 85% of the principal amount of the Old Notes, in
cash. This repurchase offer was initiated on November 8, 2013 and
consummated on Dec. 12, 2013, resulting in the purchase and payment
of $2.5 million to investors who validly tendered their Old Notes.
During the foregoing repurchase offer, some of the holders of the
Old Notes exercised their equity purchase rights issued under the
2013 Plan, and thereby exchanged their Old Notes totaling $1.8
million at book value, for 22,655,679 Series "A" common stock
shares.  The rest of the equity purchase rights held by the holders
of the Old Notes expired on their own terms in December 2013.

               Debtors' Current Financial Condition

The Debtors' negative cash flows have limited its ability to invest
in its operations by replacing or upgrading its infrastructure and
technologies.  In this regard, Maxcom Parent incurred losses of
$4.9 million for the three months ended June 30, 2019, as compared
to losses of $2.9 million for the three months ended June 30, 2018,
and losses of $16 million for the year ended Dec. 31, 2018,
compared to losses of $0.8 million for the year ended Dec. 31, 2017
and losses of $102.7 million recorded in 2016.

Further, Maxcom Parent's comprehensive cost of financing increased
to approximately $11.2 million in 2018 from $1.1 million in 2017.
This increase reflects the step-up interest rate of the Old Notes
to 8% beginning in the second half of 2018, compared to 7% for the
first half of 2018 and all of 2017, as well as decreases in
interest income, foreign currency rates and valuation effects of
financial instruments. The Debtors' net revenues have also
declined, in part because of the decrease in its residential
services revenue.  The Debtors' net revenues derived from its
commercial revenues have increased and constitute the core source
of profitability in the future.

The Debtors' business is capital intensive.  It has historically
met its working capital and capital expenditure requirements
through its various debt arrangements, vendor financings and the
sale of equity to investors.

In order to expand its network and strengthen its market share, the
Debtors require additional capital.  But, the Old Notes Indenture
prohibits Maxcom Parent from incurring additional indebtedness
(other than permitted indebtedness) unless certain leverage
coverage ratios are satisfied, and the increased interest burden
under the Old Notes seriously constrains the Debtors' ability to
take the actions required under its business plan to strengthen and
expand their operations.

                    Commencement of New Cases

Maxcom Parent is currently suffering under the high debt load of
the Old Notes, which it has been unable to refinance due to issues
with its business, including its inability to continue modernizing
its infrastructure. While the Maxcom Enterprise has executed
several non-strategic asset sales in order to raise cash (e.g.,
sales of contracts with select residential clients, certain
transmission towers, among other transactions), because of external
events outside of its control that arose after the Old Notes were
issued, Maxcom Parent will be unable to satisfy the Old Notes when
they mature in 2020.

For example, in 2014, Mexico enacted certain telecommunications
reforms that (a) prohibit Maxcom Enterprise (and other
telecommunication companies) from charging certain long-distance
fees and (b) establish price restrictions on all telephone calls in
the country.  These restrictions severely affected the
profitability of that business segment.  Further, from 2013 to
date, the value of the Mexican Peso, as compared to the U.S., has
decreased by 53%.  Because of such devaluation, Maxcom Parent's
repurchase of the $74.3 million in principal amount of the Old
Notes did not decrease the amount that Maxcom Parent's books and
records reflect is owed to the holders of the Old Notes given that
Maxcom Enterprise's revenues are mostly in Mexican Pesos.  In other
words, while the amount that Maxcom Parent owes on account of the
Old Notes has decreased in U.S. Dollars, because the majority of
Maxcom Enterprise's revenues are in Mexican Pesos and the Old Notes
are denominated in U.S. Dollars, Maxcom Parent's liability on
account of the Old Notes remains roughly the same on its books and
records.

Moreover, the majority of Maxcom Enterprise's residential segment
operates through a copper network that was sufficient at the time
that Maxcom Enterprise acquired that business, but as technology
advanced, rendered Maxcom Enterprise unable to compete against
leaders in the telecommunications business who invested hundreds of
millions of dollars to upgrade their systems to fiber networks.  It
was for these reasons that the Maxcom Enterprise determined to exit
out of the residential segment.

As the result of these disruptions, Maxcom Enterprise's reported
total revenues of $19.085 million during the second quarter ended
June 30, 2019, 24% less than the revenues generated in the second
quarter of 2018. In addition, the Debtors reported an operating
loss of approximately $2.3 million and a net income loss of $4.8
million for the quarter ended on June 30, 2019 as compared to a net
income loss of approximately $2.9 million for the period ended on
June 30, 2018.  For the first six months of 2019, the operating
loss was $3.9 million.

                          Exchange Offer

Because Maxcom Parent needs relief from its debt burden in order to
remain competitive, it began discussions with several holders of
its Old Notes regarding a restructuring of the Old Notes that would
extend the maturity of the Old Notes and reduce Maxcom Parent's
overall debt and interest burden.

Thereafter, on June 17, 2019, Maxcom Parent commenced an offer to
eligible holders10 of the Old Notes to exchange the Old Notes (the
"Exchange Offer") for (a) new 8.00% senior secured notes due 2024
(the "Senior Notes") and (b) junior payment-in-kind notes (the
"Junior PIK Notes" and together with the Senior Notes, the "New
Notes").  The outstanding principal amount of the Old Notes is
$103,378,674. The maximum aggregate principal amounts of the Senior
Notes and the Junior PIK Notes are $56,858,270 and $10,337,867,
respectively.  In addition to the Senior Notes and the Junior PIK
Notes, eligible holders that tendered their Old Notes were entitled
to share pro rata in a Cash Payment of $100 for each $1,000 of the
principal amount of the Old Notes and Cash in the amount of
interest accrued on the Old Notes until consummation of the
Exchange Offer. In addition, holders of the Old Notes that tendered
their Old Notes on or before August 14, 2019, are also entitled to
a distribution of an extra $10 for each $1,000 in principal amount
of the Old Notes tendered.  The cash consideration is funded, in
part, by certain of Maxcom Parent's shareholders who have committed
to inject approximately $15 million of new equity capital into
Maxcom Parent (the "Shareholder Contribution Amount") upon the
successful consummation of the Exchange Offer or the Plan.  The
Shareholder Contribution Amount will also inject additional
liquidity into the Debtors.

To assist it in connection with the Exchange Offer, consent
solicitation and the Plan Solicitation, the Debtors retained the
services of Prime Clerk, LLC.

After announcing the Exchange Offer, Maxcom Parent continued its
talks with certain holders of the Old Notes, and thereafter,
extended the deadline for tendering the Old Notes and improved the
terms of the Junior PIK Notes by (i) changing the applicable
currency from Mexican pesos to U.S. dollars, (ii) increasing the
cash payout on the Junior PIK Notes via a greater sharing of the
equity upside in certain circumstances, and (iii) removing the
Debtors' optional redemption rights.

                        Plan Solicitation

Concurrently with the Exchange Offer, the Debtors solicited votes
from all holders of the Old Notes to approve the Plan (the "Plan
Solicitation") that would effectuate the financial restructuring,
i.e., the exchange of the Old Notes for the New Notes and certain
cash consideration, on essentially the same terms as the Exchange
offer.

On August 15, 2019, Maxcom Parent terminated the Exchange Offer
because the requisite number of eligible holders did not tender
their Old Notes and determined to file and prosecute the Plan. As
set forth in the certification of Prime Clerk, 118 ballots were
submitted by holders of the Old Notes (the only creditors eligible
to vote on the Plan).  Of those that voted, 84.75% of the holders
of Old Notes in number, holding 66.73% of principal amount of the
Old Notes of the Holders that voted, voted to accept the Plan.

               Discussions with Holders of Old Notes

Prior to the expiration of the Voting Deadline on the Plan, Maxcom
Parent was contacted by Cicerone Advisors LLC, as financial advisor
to three holders of the Old Notes, Moneda Asset Management, Megeve
Investments and UBS Financial Services, Inc.(acting as personal
banker for certain customers holding the Old Notes), who claimed
that they collectively hold approximately 30% of Old Notes.13
Cicerone further advised that the three parties were not prepared
to support the restructuring of the Old Notes on the terms proposed
by the Debtors, but they were prepared to provide Maxcom Parent
with a restructuring proposal for the Old Notes if, and only if,
the Debtors paid the June 15, 2019 interest coupon.  While the
Debtors were not in a position to make the June 15 interest
payment, they welcomed the opportunity to engage with these parties
to determine whether they would ultimately support the
restructuring of the Old Notes, since their support (given the
amount of Old Notes they allege to hold) could potentially mean
that the Debtors would not have to resort to Chapter 11 in order to
restructure the Old Notes.

Beginning on or around Aug. 1, 2019, Maxcom Parent met with
Cicerone (without the three Old Notes holders) but Cicerone was not
prepared to provide a proposal to Maxcom Parent.  Shortly before
the expiration of the Voting Deadline, on August 12, 2019, Cicerone
sent a letter to Maxcom Parent to reiterate the three holders'
desire to provide a restructuring proposal to the Debtors, but that
before they would do so, Maxcom Parent would have to agree to
certain confidentiality restrictions and to pay the fees and
expenses of the financial and legal advisors of such holders.

Ultimately, the support of these three holders became unnecessary
as the Debtors received sufficient support for the Plan to permit
the Debtors to satisfy section 1126(c) of the Bankruptcy Code and
move forward with confirmation of the Plan. Notwithstanding
whatever terms these holders intended to propose to the Debtors to
restructure the Old Notes, the Debtors believe that the Plan
represents the best prospect for a successful restructuring of the
Debtors and in a manner designed to provide the highest possible
recovery to holders of Old Notes under the circumstances. In light
of these circumstances, the Debtors believe that confirmation of
the Plan is in the best interests of holders of the Old Notes, the
only class of claims impaired under the Plan.

                About Maxcom Telecomunicaciones

Maxcom Telecomunicaciones SAB is a limited liability public stock
corporation (sociedad anonima burstatil de capital variable) with
indefinite life, organized under the laws of Mexico in 1996.
Maxcom USA Telecom, Inc., is a wholly owned subsidiary of Maxcom
Parent organized under the laws of New York in 2019.

Maxcom Parent and its subsidiaries are facilities-based
telecommunications providers that use a "smart-build" approach to
deliver "last mile" connectivity to enterprises, residential
customers and governmental entities in Mexico.

On Aug. 19, 2019, Maxcom USA Telecom, Inc. and its affiliated
debtor, Maxcom Telecomunicaciones, S.A.B. de C.V. each filed a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code in the United States Bankruptcy Court for the
Southern District of New York.  The lead case is In re Maxcom USA
Telecom, Inc. (Bankr. S.D.N.Y. Case No. 19-23489).

Paul Hastings LLP is the Debtors' counsel.  Alvarez & Marsal Mexico
is the Debtors' restructuring advisors.  Prime Clerk LLC is the
claims agent.



=================
V E N E Z U E L A
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PETROLEOS DE VENEZUELA: Debt to Russia's Rosneft Down to $1.1BB
---------------------------------------------------------------
Maria Grabar at Reuters reports that Venezuelan state-owned oil
company Petroleos de Venezuela, S.A. (PDVSA) had lowered its
outstanding debt to Rosneft to $1.1 billion by the end of the
second quarter, from $1.8 billion as of the end of the first
quarter, Rosneft said.

Rosneft, Russia's largest oil producer, also said its net debt rose
to $45.7 billion in the second quarter from $43.9 billion at the
end of the first three months of 2019, according to Reuters.

Petroleos de Venezuela, S.A. is the Venezuelan state-owned oil and
natural gas company. It has activities in exploration, production,
refining and exporting oil as well as exploration and production of
natural gas.

As reported in Troubled Company Reporter-Latin America on June 3,
2019, Moody's Investors Service withdrew all the ratings of
Petroleos de Venezuela, S.A. including the senior unsecured and
senior secured ratings due to insufficient information. At the time
of withdrawal, the ratings were C and the outlook was stable.

PETROLEOS DE VENEZUELA: Fire Hit Tanker Anchored Off Coast
----------------------------------------------------------
A fire swept through the engine room of a tanker owned by
Venezuela's state oil company Petroleos de Venezuela, S.A. (PDVSA)
while it was anchored at Amuay Bay near the country's largest
refinery, three sources familiar with the matter told Reuters.

The extent of the damage to the Panama-flagged Aframax tanker
Proteo was not immediately clear, according to Reuters.  But it
highlighted the poor state of much of the fleet belonging to PDV
Marina, PDVSA's shipping subsidiary, at a time when U.S. sanctions
are complicating its ability to lease vessels from third parties,
the report notes.

Even before this fire, the Proteo had been inoperative, one of the
sources said, the report relays.

The sources said there have been no reports of injuries so far, the
report says.

The company took back the Proteo and another dozen tankers from
Bernhard Schulte Shipmanagement (BSM) earlier this year over a
claim by the German maritime firm over unpaid operational fees, the
report discloses.  Since then, it has struggled to hire enough crew
to operate the vessels itself, according to maritime sources, the
report says.

U.S. sanctions imposed in January on PDVSA as part of efforts by
the administration of U.S. President Donald Trump to pressure
socialist President Nicolas Maduro to leave office also motivated
BSM's decision to return PDVSA's vessels, the report relays.

A team from Venezuela's National Institute for Aquatic Spaces
(INEA) planned to investigate the incident, the source added, the
report notes.

Neither INEA nor PDVSA immediately responded to requests for
comment.

PDVSA has largely been using those vessels for voyages between
Venezuelan ports and floating storage, the report relays.  With the
sanctions blocking imports of Venezuelan oil by U.S. refiners,
previously PDVSA's largest customers, the amount of crude stored at
sea due to a lack of buyers has risen dramatically, the report
adds.

Petroleos de Venezuela, S.A. is the Venezuelan state-owned oil and
natural gas company. It has activities in exploration, production,
refining and exporting oil as well as exploration and production of
natural gas.

As reported in Troubled Company Reporter-Latin America on June 3,
2019, Moody's Investors Service withdrew all the ratings of
Petroleos de Venezuela, S.A. including the senior unsecured and
senior secured ratings due to insufficient information. At the time
of withdrawal, the ratings were C and the outlook was stable.


                           *********


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
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Chapman, Editors.

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