Transactions

Grupo Albanesi Successfully Completed the Offering of US$9,364,764 Notes

Counsel to Grupo Albanesi in the public offering of US$ 3,686,873Class XXXII Additional Notes due May 30, 2026, AR$ 6.024.952.347 Class XLII Notes due Feb 26, 2026 co-issued by Generación Mediterránea S.A. and Central Térmica Roca S.A. under their US$ 1,000,000,000 Global Notes Program, and guaranteed by Albanesi Energía S.A.

The Notes were co-issued on February 26, 2025.

SBS Trading S.A., Banco de Servicios y Transacciones S.A., Invertironline S.A.U., Balanz Capital Valores S.A.U., Bull Market Brokers S.A., Banco de la Provincia de Buenos Aires,., Facimex Valores S.A., Puente Hnos S.A., Banco Hipotecario S.A., BACS Banco de Crédito y Securitización S.A., Banco Supervielle S.A., , Banco Santander Argentina S.A., Allaria S.A., Becerra Bursátil S.A., Global Valores S.A. Adcap Securities Argentina S.A., Neix S.A., ACA Valores S.A., Banco de Galicia y Buenos Aires S.A.U., PP Inversiones S.A., Leiva Hermanos S.A., GMA Capital S.A.,  Deal S.A., S&C Inversiones S.A. and GMC Valores S.A. acted as placement agents of Class XXXII Notes, Class XLII Notes. Banco de Servicios y Transacciones S.A. acted as Settlement Agent of the issuance.

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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).

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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.

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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.

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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.

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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:

1. 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$223,352,460 (the “Exchange Offer”); and
2. the issuance of additional New Notes for an aggregate principal amount of US$ 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.

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