Legal Counsel to Banco CMF S.A. in the Issuance of Class 17 and Class 18 Notes for US$ 29,101,826
Legal counsel to Banco CMF S.A. in the issuance of Class 17 Notes, denominated, subscribed, and payable in U.S. Dollars in Argentina, at an interest rate of 4.50% maturing on August 6, 2025, for a total amount of US$ 19,376,200, and Class 18 Notes, denominated, subscribed, and payable in Argentine Pesos, at a variable interest rate (“TAMAR Privada”) plus a margin of 3.25% maturing on February 6, 2026, for a total nominal value of AR$ 10,250,000,000, under the Global Notes Program for an amount of up to US$100,000,000 (or its equivalent in other currencies or units of measure or value).
Legal Advice in Petrolera Aconcagua Energía S.A.’s Notes Issuance


Counsel in the issuance of Petrolera Aconcagua Energía S.A.’s Class XVII simple notes for a total amount of USD 29,244,801 (twenty-nine million two hundred forty-four thousand eight hundred one U.S. Dollars) denominated and payable in U.S. Dollars, at a fixed interest rate of 9.00% nominal annual rate, maturing on January 30, 2028, under its Global Notes Program (not convertible into shares), for up to a maximum amount of U.S. Dollars 500,000,000 (or its equivalent in other currencies or units of value)
Banco de Servicios y Transacciones S.A., acted as arranger, settlement agent and placement agent of the Notes, Banco Santander Argentina S.A. and Puente Hnos S.A. acted as arrangers and placement agents of the Notes; and Banco de Galicia y Buenos Aires S.A.U., Banco Mariva S.A., Allaria S.A., SBS Trading S.A., Banco de la Provincia de Buenos Aires, Banco Supervielle S.A., Invertironline S.A.U., BACS Banco de Crédito y Securitización, Cohen S.A., Industrial Valores S.A., Mills Capital Markets S.A., NEIX S.A., PP Inversiones S.A., Latin Securities S.A, Option Securities S.A. and Banco Patagonia S.A. acted as placement agents of the Notes.
MSU Energy Secures a US$ 222,000,000 Loan for the Refinancing of its International Notes due 2025
Counsel to MSU Energy S.A. in the granting of a syndicated loan of US$ 222,000,000 (the “Loan”) by Industrial and Commercial Bank of China (Argentina) S.A.U., Banco de Galicia y Buenos Aires S.A.U., and Banco Santander Argentina S.A. (the “Arrangers”), together with Banco BBVA Argentina S.A., Banco Hipotecario S.A., Banco de la Nación Argentina, Banco de la Ciudad de Buenos Aires, Banco de Valores S.A., and Banco de la Provincia de Buenos Aires (collectively with the Arrangers, the “Lenders”), for the refinancing of its international notes due 2025.
The Loan, entered into on November 7, 2024, was disbursed by the Lenders on December 23, 2024, and the funds were successfully applied to the redemption of the portion of MSU Energy S.A.’s bonds not voluntarily exchanged for New Notes, maturing 2025 with an interest rate of 6.875% for an aggregate amount of US$ 600,000,000 (the “2025 Notes”).
Simultaneously, we advised MSU Energy S.A. in the issuance of a secured international bond at a 9.750% interest rate, maturing 2030, for an aggregate amount of US$ 400,000,000 (the “New Notes”), which consisted of (a) an exchange offer of the 2025 Notes, which were voluntarily tendered in exchange for New Notes for an aggregate principal amount of US$223,352,460 (the “Exchange Offer”); and (b) the issuance of additional New Notes for an aggregate principal amount of US$ 176,647,540 (the “New Money Issuance”).
The US$ 222,000,000 Loan, together with the New Money Issuance, were applied to the redemption of such nominal amounts of 2025 Notes not validly tendered and accepted for exchange pursuant to the Exchange Offer.
Consequently, MSU Energy S.A. secured the necessary funding to refinance the entirety of its 2025 Notes and completed its complex refinancing process, significantly enhancing its long-term debt profile and strengthening its financial position for future growth.
Legal Counsel to Banco CMF S.A. in the Issuance of Series 16 Notes for US$ 20,000,000
Legal counsel to Banco CMF S.A. as issuer, placement agent and settlement agent in the issuance of its Series 16 floating rate Notes for US$ 20,000,000 due June 20, 2025. The Series 16 Notes were issued on December 20, 2024 under the Global Notes Program for an amount of up to US$100,000,000.
Legal Advice in the Issuance of MSU Green Energy S.A.U. Series III Notes for US$21,580,463 which Qualify as Green Bonds











Counsel to Allaria S.A., as settlement agent and placement agent, and Banco de Galicia y Buenos Aires S.A.U., Invertironline S.A.U., Banco Santander Argentina S.A., Banco Supervielle S.A., Banco BBVA Argentina S.A., Banco de Valores S.A., Bull Market Brokers S.A., Banco Piano S.A., Neix S.A., and Balanz Capital Valores S.A.U., as placement agents in the issuance of MSU Green Energy Solar S.A.U. 8.50% Series III Notes for US$21,580,463 due December 20, 2028 (indistinctively, the “Series III Notes” or the “Notes”), issued under the Global Notes Program for an amount of up to U$S600,000,000 (or its equivalent in other currencies or other unit value).
Series III Notes qualify as Green Bonds.
MSU Energy S.A. Makes Exchange Offer and New Offering of Senior Secured Notes for US$400,000,000
Counsel to MSU Energy S.A. as issuer in the issuance of its 9.750% Senior Secured Notes due 2030 for an aggregate principal amount of US$400,000,000. The transaction was launched on November 8 and closed on December 12.
The transaction consisted of a liability management operation that included:
- an exchange offer of the 6.875% Senior Notes due 2025 (the “2025 Notes”), which were voluntarily tendered in exchange for 9.750% Senior Secured Notes due 2030 (the “New Notes”) for an aggregate principal amount of US$223,352,460 (the “Exchange Offer”); and
- the issuance of additional New Notes for an aggregate principal amount of US$ 176,647,540 (the “New Money Issuance”), yielding net cash proceeds that, together with the US$222 million available for borrowing under MSU Energy’s Local Syndicated Loan dated November 7, 2024, will be sufficient to redeem any 2025 Notes that were not validly tendered and accepted for exchange pursuant to the Exchange Offer.
The Exchange Offer was launched on November 8, 2024, and closed on December 10, 2024, while the New Money Issuance pricing was on November 25, 2024. The issuance of the New Notes under the New Money Issuance took place on December 5, 2024, and the issuance of the New Notes under the Exchange Offer took place on December 12, 2024, both totaling an aggregate principal amount of US$400,000,000.
The New Notes were issued at a fixed annual interest rate of 9.750%, maturing on December 5, 2030, and are secured by a fiduciary assignment of receivables under certain PPAs and pledges over certain equipment of the Issuer´s Barker, Villa Maria and General Rojo power plants.
This successful transaction marks the completion of a complex refinancing process, enabling MSU Energy to significantly enhance its long-term debt profile and strengthen its financial position for future growth.
In the issuance of the New Notes, Citibank, N.A. acted as trustee, paying agent, registrar, and transfer agent; The Branch of Citibank, N.A., established in the Republic of Argentina acted as co-registrar, Argentine paying agent, Argentine transfer agent, trustee in Argentina, collateral agent and onshore security trustee and representative of the trustee in Argentina; Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Santander US Capital Markets LLC, Itau BBA USA Securities, Inc. and BBVA Securities Inc. acted as dealer managers and initial purchasers; Balanz Capital Valores S.A.U., Banco Santander Argentina S.A., Allaria S.A., Banco de Galica y Buenos Aires S.A.U., Industrial and Commercial Bank of China (Argentina) S.A.U. and Banco Supervielle S.A. acted as local placement agents.
Grupo Albanesi Successfully Concludes an Exchange Offer and Consent Solicitation and a New International Issuance of Senior Secured Notes for US$353,963,822
Counsel to Generación Mediterránea S.A., Central Térmica Roca S.A., as co-issuers, and Albanesi Energía S.A., as guarantor, in the issuance of Class XXXIX Notes for an aggregate principal amount of US$353,963,822. The transaction was launched on October 9 and closed on November 8.
The transaction consisted of a liability management operation that included:
- an exchange offer of the Senior Notes Class X due in 2027, and Senior Secured Notes Class XXII and XXXI due in 2026 and 2027, which were voluntarily tendered in exchange for Senior Notes Class XXXIX for an aggregate principal amount of US$268,674,033, along with a consent solicitation to the holders of the Existing Notes; and
- the issuance of Senior Notes Class XXXIX for an additional aggregate principal amount of US$141,000,000, whose proceeds were used by the co-issuers to redeem the Senior Secured Notes Class XXII and XXXI that were not voluntarily tendered in the exchange offer and consent solicitation.
The offer targeted both the Argentine and international markets under exemptions provided by the U.S. Securities Act of 1933, as amended.
Simultaneously, to comply with commitments under the co-issuers' Senior Notes Classes XXXV, XXXVI, XXXVII, and XXXVIII, and AESA's Senior Notes Classes XV, XVI, XVII, and XVIII, new notes were offered to holders of these obligations: Senior Notes Classes XL and XLI issued by the co-issuers, and Senior Notes Classes XIX and XX issued by AESA. These new notes have the same terms of maturity and interest rate as the Senior Notes Class XXXIX and are secured by the same trust and first-priority pledges securing Class XXXIX.
The co-issuers issued Senior Notes Classes XL and XLI for an aggregate principal amount of US$17,086,392 under the GEMSA-CTR Program. AESA issued Senior Notes Classes XIX and XX for an aggregate principal amount of US$12,077,185 under its global program of simple (non-convertible) notes for a maximum aggregate principal amount of US$250,000,000 (or its equivalent in other currencies or units of measure).
In the issuance of the Senior Notes Class XXXIX, The Bank of New York Mellon acted as trustee, paying agent, registrar, and transfer agent; TMF Trust Company (Argentina) S.A. acted as Argentine collateral agent and trustee; Citigroup Global Markets Inc., J.P. Morgan Securities LLC, and Santander US Capital Markets LLC acted as international arrangers and placement agents; BCP Securities Inc. and Latin Securities S.A. Agente de Valores acted as international placement agents; Balanz Capital Valores S.A.U. acted as co-arranger; and Balanz Capital Valores S.A.U., Latin Securities S.A., Banco Santander Argentina S.A., Banco de Servicios y Transacciones S.A., Puente Hnos. S.A., SBS Trading S.A., Allaria S.A., Invertironline S.A.U., Invertir en Bolsa S.A., Bull Market Brokers S.A., Inviu S.A.U., Banco de la Provincia de Buenos Aires, Neix S.A., Adcap Securities Argentina S.A., PP Inversiones S.A., and Cocos Capital S.A. acted as local information agents and placement agents.
Legal Advice in the Issuance of 360 Energy Solar S.A. Series 4 Notes for US$22,278,429 which Qualify as Green Bonds










Counsel to Banco de Galicia y Buenos Aires S.A.U., Banco BBVA Argentina S.A., Industrial and Commercial Bank of China (Argentina) S.A.U., Banco Comafi S.A., Banco de Servicios y Transacciones S.A., BACS Banco de Crédito y Securitización S.A., Balanz Capital Valores S.A.U., Invertir en Bolsa S.A., Banco Mariva S.A., and PP Inversiones S.A. in the issuance of 360 Energy Solar S.A. 8.00% Series 4 Notes for US$22,278,429 due October 30, 2027 (indistinctively, the “Series 4 Notes” or the “Notes”), issued under the Global Notes Program for an amount of up to U$S200,000,000 (or its equivalent in other currencies or other unit value).
Series 4 Notes qualify as Green Bonds.
The proceeds from the placement will be used to: (i) finance the construction, installation, commissioning, operation, and maintenance of photovoltaic solar parks and storage systems related to the Eligible Green Project Portfolio; (ii) integration of working capital; and (iii) integration of capital contributions in controlled or related companies. The Notes are denominated and payable in U.S. dollars in Argentina.
Banco de Galicia y Buenos Aires S.A.U., Banco BBVA Argentina S.A., Industrial and Commercial Bank of China (Argentina) S.A.U., Banco Comafi S.A.,Banco de Servicios y Transacciones S.A., BACS Banco de Crédito y Securitización S.A., Balanz Capital Valores S.A.U., Invertir en Bolsa S.A., Banco Mariva S.A., and PP Inversiones S.A. acted as placement agents of the Notes. Banco de Galicia y Buenos Aires S.A.U. and Banco BBVA Argentina S.A. acted as arrangers and, Banco de Galicia y Buenos Aires S.A.U., also acted as settlement agent.
Legal Advice in Petrolera Aconcagua Energía S.A.’s Notes Issuance


Counsel in the issuance of Petrolera Aconcagua Energía S.A.’s (i) Class XV simple notes for a total amount of U$S 30,617,307 (thirty million six hundred and seventeen thousand three hundred and seven hundred and seven U.S. Dollars) denominated and payable in U.S. Dollars, at a fixed interest rate of 9.00% nominal annual rate, maturing on October 28, 2028, and (ii) Class XVI simple notes for a total amount of U$S 18,159,306 (eighteen million one hundred and fifty-nine thousand three hundred and six U.S. Dollars) denominated in U.S. Dollars, to be paid in Pesos or through the delivery of Eligible Notes, payable in Pesos at the Applicable Exchange Rate, at a fixed interest rate of 8.00% nominal annual rate, maturing on October 28, 2028, under its Global Notes Program (not convertible into shares), for up to a maximum amount of U.S. Dollars 500,000,000 (or its equivalent in other currencies or units of value)
Banco de Servicios y Transacciones S.A., acted as arranger, settlement and placement agent of the Notes, Banco de Galicia y Buenos Aires S.A.U., Banco Santander Argentina S.A., Puente Hnos S.A. and Balanz Capital Valores S.A.U. acted as arrangers and placement agents of the Notes, and Banco Mariva S.A., Allaria S.A., Invertir en Bolsa S.A., Banco Supervielle S.A., SBS Trading S.A., Banco de la Provincia de Buenos Aires, TPCG Valores S.A.U., Invertironline S.A.U., Cocos Capital S.A., BACS Banco de Crédito y Securitización S.A., Neix S.A., Latin Securities S.A., Consultatio Investments S.A., Facimex Valores S.A. and PP Inversiones S.A. acted as placement agents of the Notes.
Exchange Offer and Consent Solicitation of Grupo Albanesi's Local Notes for US$ 325.8 million
Legal counsel to Grupo Albanesi in the exchange offer and consent solicitation, launched on August 9, 2024, and closed on August 30, 2024, assisting Generación Mediterránea S.A. (“GEMSA”), Central Térmica Roca S.A. (“CTR”), and Albanesi Energía S.A. (“AESA”), in one of the most significant exchange offers ever carried out in the Argentine capital markets, considering the number of instruments involved.
As part of this transaction, US$ 325.8 million of the total principal amount of US$ 403.4 million, corresponding to 22 classes of notes maturing between 2024 and 2026, were voluntarily exchanged for 8 new classes of notes maturing between 2027 and 2028, representing an 81% acceptance rate.
Simultaneously, Grupo Albanesi obtained additional funding of US$ 11,441,687 through the cash subscription of the new notes.
Additionally, GEMSA-CTR and AESA, by means of collective action clauses, requested the consent of the holders of their existing notes to modify certain terms and conditions of those notes, including interest rates and payment dates, so that they would be aligned with the terms and conditions of the new issuances.
Caja de Valores acted as the exchange and consent solicitation agent.
As a result of the transaction, GEMSA and CTR co-issued the following notes under their Global Notes Program (non-convertible into shares) for a total nominal value of up to US$ 1,000,000,000 (or its equivalent in other currencies or units of measure or value):
- Class XXXV HD Bullet Notes at a fixed interest rate of 9.75%, maturing on August 28, 2027, for a nominal value of US$ 52,379,003.
- Class XXXVI DL Bullet Notes with a step-up fixed interest rate of 6.75%, maturing on August 28, 2027, for a nominal value of US$ 65,120,032.
- Class XXXVII DL Amortizing Notes with a step-up fixed interest rate of 6.75%, maturing on August 28, 2028, for a nominal value of US$ 71,337,585.
- Class XXXVIII UVA Bullet Notes at a fixed annual nominal interest rate of 4.00%, maturing on August 30, 2027, for a nominal value of 21,765,631 UVAs.
On the other hand, AESA issued the following notes under its Global Notes Program (non-convertible into shares) for a total nominal value of up to US$ 250,000,000 (or its equivalent in other currencies or units of measure or value):
- Class XV HD Bullet Notes at a fixed interest rate of 9.75%, maturing on August 28, 2027, for a nominal value of US$ 17,749,189.
- Class XVI DL Bullet Notes with a step-up fixed interest rate of 6.75%, maturing on August 28, 2027, for a nominal value of US$ 42,028,280.
- Class XVII DL Amortizing Notes with a step-up fixed interest rate of 6.75%, maturing on August 28, 2028, for a nominal value of US$ 44,788,040.
- Class XVIII UVA Bullet Notes at a fixed annual nominal interest rate of 4.00%, maturing on August 30, 2027, for a nominal value of 24,670,554 UVAs.
Banco de Servicios y Transacciones S.A., Balanz Capital Valores S.A.U., and SBS Capital S.A. acted as Arrangers, with Banco de Servicios y Transacciones S.A. serving as the Settlement Agent.
The Placement Agents included SBS Trading S.A., Banco de Servicios y Transacciones S.A., Balanz Capital Valores S.A.U., Facimex Valores S.A., Puente Hnos S.A., Banco Supervielle S.A., Banco Hipotecario S.A., BACS Banco de Crédito y Securitización S.A., Invertir en Bolsa S.A., Invertironline S.A.U., Banco de la Provincia de Buenos Aires, Bull Market Brokers S.A., Banco Santander Argentina S.A., Allaria S.A., Global Valores S.A., Macro Securities S.A.U., Becerra Bursátil S.A., Adcap Securities Argentina S.A., GMA Capital S.A., GMC Valores S.A., Inviu S.A.U., TPCG Valores S.A.U., Petrini Valores S.A.U., Consultatio Investments S.A., Latin Securities S.A., Neix S.A., Buenos Aires Valores S.A., Nación Bursátil S.A., and PP Inversiones S.A.