Legal Advice in the Issuance of Notes of 360 Energy Solar S.A. for US$ 20,000,000 Series 1 which qualify as Green Bonds
Counsel to Banco Itaú Argentina S.A., Banco de Valores S.A., Allaria Ledesma & Cía. S.A., Balanz Capital Valores S.A.U., Itaú Valores S.A., Banco de Servicios y Transacciones S.A., Invertir en Bolsa S.A., Nuevo Chaco Bursátil S.A., PP Inversiones S.A., BACS Banco de Crédito y Securitización S.A. and Banco Hipotecario S.A., in the issuance of 360 Energy Solar S.A. 1.25% Series 1 Notes for US$ 20,000,000 due December 29, 2025, which qualify as Green Bonds, issued under the Global Notes Program for an amount of up to U$S100,000,000 (or its equivalent in other currencies or other unit value).
The proceeds from the placement will be used to finance the construction, installation, commissioning, operation, and maintenance of the Solar Park “La Rioja-Nonogasta II”.
The Series 1 Notes are pledged to a guarantee and payment trust in which Citibank N.A. (Argentine Branch) acts as trustee.
Banco Itaú Argentina S.A., Banco de Valores S.A., Allaria Ledesma & Cía. S.A., Balanz Capital Valores S.A.U. Itaú Valores S.A., Banco de Servicios y Transacciones S.A., Invertir en Bolsa S.A., Nuevo Chaco Bursátil S.A., PP Inversiones S.A., BACS Banco de Crédito y Securitización S.A. and Banco Hipotecario S.A. acted as placement agents of the Series 1 Notes. Banco Itaú Argentina S.A. also acted as main arranger and settlement agent, and Banco de Valores S.A. also acted as arranger for the Series 1 Notes.
“AMFAyS – Serie 39” Financial Trust for AR$452,689,993
Legal advisors to StoneX Securities S.A. and Nuevo Banco de Santa Fe S.A. as arrangers and placement agents in the issuance and placement in Argentina by Asociación Mutual de las Fuerzas Armadas y de Seguridad (AMFAyS) as trustor and TMF Trust Company (Argentina) S.A. as trustee and issuer of debt securities Class 1 for AR$279,779,227, debt securities Class 2 for AR$19,212,307 and debt securities Class 3 for AR$153,698,459, under the Financial Trusts Global Program “AMFAyS – Serie 39” for an amount of up to AR$5,000,000,000.
Stoneway Debt Restructuring
Counsel to SCC Power in the acquisition of the business enterprise of Stoneway Capital Corporation, consisting of four power generation facilities located in Argentina, with an aggregate installed capacity of 737 MW. The acquisition and restructuring transactions were effected pursuant to the chapter 11 plan and the plan of arrangement pursuant to the Canada Business Corporations Act of Stoneway Capital Corporation and its affiliated debtors-in-possession, which went effective on May 17, 2022.
As consideration for the assets, SCC Power issued to certain creditors and interest holders of Stoneway U.S.$17,861,000 6.000% Secured First Lien Notes due 2028, U.S.$310,000,000 8.000% Secured Second Lien Notes due 2028 and U.S.$200,000,000 4.000% Secured Third Lien Notes due 2032. The first interest payment under the notes is due on September 15, 2022.
Legal Advice in the Issuance of Notes of CT Barragán S.A. for US$25,000,000 Series 6 and AR$ 1,753,791,000 Series 7
Counsel to Banco de Galicia y Buenos Aires S.A.U.; Banco Santander Argentina S.A.; Industrial and Commercial Bank of China (Argentina) S.A.U.; HSBC Bank Argentina S.A.; Balanz Capital Valores S.A.U.; SBS Trading S.A.; Banco Mariva S.A.; Banco Itaú Argentina S.A.; Invertir en Bolsa S.A.; AR Partners S.A.; BNP Paribas Sucursal Buenos Aires; Banco Hipotecario S.A.; Banco de la Provincia de Buenos Aires; BACS Banco de Crédito y Securitización S.A.; Cocos Capital S.A.; Banco de Servicios y Transacciones S.A.; Banco Comafi S.A.; TPCG Valores S.A.U.; Adcap Securities Argentina S.A. and Macro Securities S.A. as placement agents, in the issuance of CT Barragán S.A.’s 0% Series 6 Notes for US$25,000,000 due May 16, 2025, and floating annual interest rate Series 7 Notes for AR$ 1,753,791,000 due May 16, 2023. The Series 6 and the Series 7 Notes were issued on May 16, 2022 under the Global Notes Program for an amount of up to US$400,000,000. The Series 6 and the Series 7 Notes have a personal guarantee, subject to a resolutory condition granted by YPF S.A. and Pampa Energía S.A.
Banco de Galicia y Buenos Aires S.A.U.; Banco Santander Argentina S.A.; Industrial and Commercial Bank of China (Argentina) S.A.U.; HSBC Bank Argentina S.A.; Balanz Capital Valores S.A.U.; SBS Trading S.A.; Banco Mariva S.A.; Banco Itaú Argentina S.A.; Invertir en Bolsa S.A.; AR Partners S.A.; BNP Paribas Sucursal Buenos Aires; Banco Hipotecario S.A.; Banco de la Provincia de Buenos Aires; BACS Banco de Crédito y Securitización S.A.; Cocos Capital S.A.; Banco de Servicios y Transacciones S.A.; Banco Comafi S.A.; TPCG Valores S.A.U.; Adcap Securities Argentina S.A. and Macro Securities S.A. as placement agents of Series 6 and Series 7 Notes. Banco de Galicia y Buenos Aires S.A.U. also acted as Settlement Agent for Series 6 and Series 7 Notes.
Issuance of PyME CNV Guaranteed Series I Notes of Lismar Sur S.A. for $200,000,000
Counsel to Lismar Sur S.A. in the issuance of the PyME CNV Guaranteed Series I Notes for $200,000,000 due on May 17, 2024.
Adcap Securities Argentina S.A., acted as arranger and placement agent of Series I Notes. Banco de Servicios y Transacciones S.A. and Allaria Ledesma & Cía. S.A. acted as placement agents of the Notes. Banco de Servicios y Transacciones S.A., Potenciar S.G.R., Integra Pymes S.G.R., Crecer S.G.R., Móvil S.G.R., Argenpymes S.G.R., Fid Aval S.G.R. and Innova S.G.R. acted as guarantee entities of the Notes.
EOI request for renewable energy and storage infrastructure projects
On May 9th, 2022, Resolution 330/2022 (“Resolution 330”) was published in the Official Gazette. This resolution launched an EOI request for development of certain energy projects which include renewables and, for the first-time at the utility scale level, storage.
1. Context and importance
The goal stated by Resolution 330 is to contribute to improve sustainability and reliability in the electricity sector within the Paris Agreement and local renewable portfolio standards which further implies:
- A ratification of the commitment by the Republic of Argentina towards fighting climate change and the promoting renewables.
- The first-time that storage is considered as a technology solution at the utility scale level. While preliminary and too early in the process this has game-changing potential.
2. EOI scope
The EOI includes two main types of projects:
- Renewables
- Battery installation and/or other storage systems in renewable power plants and/or at transmission interconnection points or distribution networks that improve operational management and reduce forced generation.
The EOI does not require an interested party to be an existing player in the Argentine power market to submit a proposal.
3. Formalities
The EOI presentation must be filed digitally by June 30th, 2022. The presentation must be sent to an email to be timely informed by CAMMESA (the Argentinean ISO).
Also, the EOI must include the following information:
- Address, telephone, email, and contact person.
- Brief description of the interested party. Background in similar projects if any.
- Description of the preliminary project, including technology, capacity, location, interconnection point, biomass fuel (if applicable) and any other relevant information.
- Indicative cost and compensation.
For further information, please contact either Nicolás Eliaschev, Tomás Villaflor or Luciana Tapia Rattaro.
Issuance of PYME CNV Guaranteed Series II Notes of Agrofin Agrocommodities S.A. for US$1,500,000
Counsel to Agrofin Agrocommodities S.A. in the issuance of the PYME CNV Guaranteed Series II dollar linked Notes for US$1,500,000 with an interest rate of 0% due on April 19, 2024.
Banco Supervielle S.A. and Banco de Galicia y Buenos Aires S.A.U., acted as arrangers, placement and security agents of Series II Notes.
Futuros del Sur S.A., acted as placement agent of Series II Notes.
Acindar Pymes S.G.R., acted as security agent of Series II Notes.
Issuance of PyME CNV Guaranteed Class III Notes of Héctor A. Bertone S.A. for US$ 2,252,116
Counsel to Héctor A. Bertone S.A. in the issuance of the PyME CNV Guaranteed Class III dollar linked Notes for US$ 2,252,116 with an interest rate of 1,94% due on April 7, 2024.
Banco Supervielle S.A. and Banco de Galicia y Buenos Aires S.A.U. acted as arrangers, placements and security agents of Class III Notes.
“CFA CRÉDITOS I” Financial Trust for AR$1,250,000,000
Deal counsel in the issuance and placement in Argentina of trust securities for AR$1,250,000,000 issued under the “CFA CRÉDITOS I” Financial Trust, in which Compañía Financiera Argentina S.A. (Efectivo Sí) acted as trustor, arranger, collection agent and placement agent, TMF Trust Company (Argentina) S.A. acted as financial trustee, Banco Patagonia S.A. acted as arranger and placement agent and Banco Comafi S.A. acted as placement agent.
Expansion of Natural Gas Transport Capacity
On February 14th, 2022, Decree No. 76/2022 (“Decree 76”) was published in the Official Gazzette. The aim of the Decree is to regulate the “Transport.Ar National Production” Program (“Transport.Ar Program”) for the construction and expansion of several natural gas pipelines established by the Secretary of Energy through Resolution No. 67/2022 (“Resolution 67”).
Pursuant to its provisions, Decree 76:
- Entrusts the state-owned company Integración Energética Argentina S.A. (“IEASA”) to build and operate and new pipeline which would enable to expand of transport capacity from the Vaca Muerta reservoir.
- Regulates the Transport.Ar Program established by Resolution 67.
- Incorporates a trust fund -Argentine Gas Development Fund (“FONDESGAS”, for its acronym in Spanish)- to manage investments and raise debt to fund the works.
1. IEASA transport concession
Decree 76 grants a hydrocarbon transport concession to IEASA concerning a new natural gas pipeline to be built which would enable to significantly expand transport capacity from the Vaca Muerta reservoir (the “Pipeline”).
The concession is granted for a period of thirty-five (35) years, which may be extended according to current regulations.
Additionally, the rates related to the transport capacity agreed regarding the Pipeline will be determined by Gas Regulatory Authority (“ENARGAS” for its acronym in Spanish).
However, to achieve the construction of the gas pipeline expansion, the Decree also allows IEASA to execute any contract related to the transport capacity with producers or users. The rates of those contracts will not be regulated by ENARGAS.
2. Transport Capacity Priority
The Decree 76 awards priority for the resulting expanded transport capacity to the partially state-owned company Yacimientos Petrolíferos Fiscales S.A. (“YPF”).
Nonetheless, regarding the non-contracted transport capacity, IEASA must provide access to third parties.
3. Incorporation of FONDESGAS
To manage investments under the Transport.Ar Program, the Decree 76 creates the Argentine Gas Development Fund (FONDESGAS). The fund is entitled to issue debt instruments and participation certificates to fund the Pipeline construction.
For further information, please contact either Marcelo Tavarone, Nicolás Eliaschev, Tomás Villaflor or Luciana Tapia Rattaro.