Tierra del Fuego’s Secured Notes Issuance for US$ 200,000,000
Banco de Valores S.A.’s (as Argentine trustee) counsel in the issuance of the Province of Tierra del Fuego US$ 200,000,000 Secured Notes. The notes are secured by a collateral trust of hydrocarbon royalties, in which Banco de Valores S.A. acts as trustee.
Puente Hnos. S.A. acted as joint lead manager and Argentine placement agent, while UBS Investment Bank acted as joint lead manager and initial purchaser.
Argentina: New Thermal Power Tender
On May 11th, Resolution No. 287/17 (the “Resolution”) of the Secretariat of Electric Energy (the “SEE”) was published, initiating the first round of tenders (“Stage I”) arising from the “Expressions of Interest” procedure called by Resolution SEE No. 420/16.
The Resolution approved the Tender´s Terms and Conditions (the “Bid Document”), including a draft of the Power Purchase Agreement (“PPA”) to be executed between bidders awarded in the Tender and the Wholesale Electric Market Management Company (“CAMMESA” or the “Off-taker”).
Projects included in Stage I:
- Close cycle gas turbine projects that: (i) currently operate or will be shortly in operation in simple cycle; (ii) have low specific consumption; (iii) are likely to improve its efficiency with the close cycle; (iv) do not affect transmission capacity; (v) have the necessary infrastructure to enable the permanent operation of the combined cycle and (vi) have a maximum term of construction of thirty (30) months.
- Co-generation projects that: (i) are efficient; (ii) do not affect transmission capacity; (iii) have available supply of the main and alternative fuel and (iii) have a maximum term of construction of thirty (30) months.
The main features of the projects allowed to participate in Stage I are outlined in Section II, Title I of the Bid Document.
New combined-cycle power plants and transmission and fuel supply projects will be contracted through future tenders.
Main aspects of the Bid Document:
- Bid Bond: Among the formalities bidders should comply with, a bid bond equal to UDS 5.000 x the net power capacity (MW) offered should be submitted.
- PPA´s term: 15 years.
- Price: Seller will be entitled to collect a fixed price for the power availability established in US dollars per MW/month and a variable price for the energy produced established in US dollars per MW/hour. Such price will be paid in Argentine Pesos at the rate established in the PPA.
- Fuel: If bidders offer alternative fuel, Buyer will monthly pay for such fuel calculated in accordance with the “The Procedures for Programming the Operation, the Dispatch and calculation of prices” and the reference prices detailed in Section II, Chapter 9 of the Bid Document.
- Penalties: The PPA establishes daily penalties for not reaching Commercial Operation Date (“COD”) up to sixty (60) days from the estimated date included in the Offer. If COD is not reached within one hundred and eighty (180) days from the estimated date, the PPA shall be terminated. The penalty regime is equal to the one established under Resolution SEE No. 21/16.
- Interconnection point: Section II, Chapter 7 of the Bid Document details the possible interconnection points to the Argentine Interconnection System, its maximum power capacity and loss factors.
- Special Fund: An innovation compared to the PPAs under Resolution SEE No. 21/16 is given by the future incorporation of a special fund to secure six (6) month payments under the PPA. The features of this fund are to be stipulated in the following months.
Stage I schedule is as follows:
- Q&A period: up to July 7th, 2017.
- Bid submission and opening of envelope 1: July 19th, 2017 at 13.00.
- Opening of envelope 2: August 9th, 2017.
- CAMMESA´s prequalification: August 30th, 2017.
- Execution of the PPA: no later than November 1st, 2017.
The Bid Document may be amended by the SEE through additional communications (“Circulares”).
For further information, please do not hesitate to contact us.
US$ 300 million loan granted to Empresa Inversora Energética S.A.
Legal counsel to UBS Investment Bank as arranger and lender in an up to US$ 300,000,000 senior secured credit facility granted to Empresa Inversora Energética S.A. for the acquisition of an indirect, controlling shareholding in EDELAP and EDEA, two power distribution companies in the Province of Buenos Aires (2017).
Province of Córdoba’s US$ 150,000,000 Series I Additional Notes Issuance
Deal counsel in the issuance of the Province of Córdoba’s US$ 150,000,000 Additional Notes.
Banco de la Provincia de Córdoba S.A. and Puente Hnos. S.A. acted as lead arrangers and placement agents, and also Puente Hnos. S.A. acted as bookrunner.
Acquisition of Equity Interest in Brisa de la Costa S.A.
The firm advised Helios Partners S.A. in the acquisition from Envision Energy (Netherlands) B.V. of a 25% equity interest in Lomas de los Vientos S.A. (a company that is developing a wind energy project in Bahía Blanca, Province of Buenos Aires, that resulted awarded in Round 1 of RenovAr).
Acquisition of Equity Interest in Parques Eólicos Pampeanos S.A.
The firm advised Helios Partners S.A. in the acquisition from Envision Energy (Netherlands) B.V. of a 25% equity interest in Parques Eólicos Pampeanos S.A. (a company that is developing a wind energy project in Villarino, Province of Buenos Aires, that resulted awarded in Round 1 of RenovAr).
Banco de la Provincia de Buenos Aires’ Series II Notes Issuance for AR$ 1,496,540,000
Legal counsel to Banco de la Provincia de Buenos Aires (the “Bank”) in the Bank’s Series II Notes issuance for an approximate amount of AR$ 1,496,540,000. The Bank acted as issuer, arranger and lead placement agent of the transaction, while Banco de Galicia y Buenos Aires S.A., Banco Santander Río S.A. and BBVA Banco Francés S.A. acted as placement agents.
“BeST Consumer Directo Serie II” Financial Trust for AR$ 87,250,000
Deal counsel in the issuance and placement in Argentina of trust securities for AR$ 87,250,000 issued under the “BeST Consumer Directo Serie II” Financial Trust, in which Crédito Directo S.A acted as trustor and servicer, TMF Trust Company (Argentina) S.A acted as trustee and Banco de Servicios y Transacciones S.A. acted as organizer, collection agent and placement agent.
AR$ 250 million syndicate loan granted to Energía San Juan S.A.
Legal counsel to Banco Patagonia S.A, Banco de la Pampa S.E.M., Banco de la Ciudad de Buenos Aires, Banco Provincia del Neuquén S.A., Banco Mariva S.A., Banco de Galicia y Buenos Aires S.A. and Banco Itaú Argentina S.A., as lenders, and Banco Patagonia S.A. as arranger, in a syndicate loan granted to Energía San Juan S.A. for an aggregate of AR$ 250,000,000 (2017).
Province of La Rioja’s Debt Securities Issuance for U$S 200 million aggregate principal amount
Argentine law counsel to the initial purchaser and the local placement agents in the issuance of U$S 200 million aggregate principal amount of 9.750% notes due 2025 (the “Notes”). The Notes were offered and sold in transactions exempt from registration in reliance upon Rule 144A and Regulation S of the United States Securities Act of 1933, as amended, and were admitted to listing in Mercado de Valores de Buenos Aires S.A. and to be traded in Mercado Abierto Electrónico S.A. Also, the Notes are expected to be admitted to listing in the Euro MTF Markets.
UBS Securities LLC acted as initial purchaser in connection with the issuance of the Notes. Banco Voii S.A. and Puente Hnos. S.A. acted as local placement agents. The Bank of New York Mellon acted as trustee, paying agent and transfer agent. The Bank of New York Mellon (Luxembourg) S.A. acted as Luxembourg listing agent, paying agent and Luxembourg transfer agent.