Roch S.A. consent solicitation
Counsel to Roch S.A. in a consent solicitation process for the (i) deferral of the payment of certain principal installments under the company’s series 1 secured notes, private secured note and financial loans; and the redistribution of their payments, (ii) capitalization, at their respective maturity dates, of the interest accrued and due in respect of two interest installments, and (iii) waiver of certain matters under the collateral trust agreement dated July 27, 2022 (as amended on March 22, 2023) entered into between ROCH, as trustor, Banco de Valores S.A., as trustee, and certain creditors.
The transaction was conducted within the framework of the company’s judicial insolvency proceeding and allowed Roch to obtain the consents from 78.73% of the holders of the series 1 secured notes for US$16,261,578; 100% of the holders of the private secured note for US$3,413,694; and 100% from the lenders under financial loans Banco Itaú Argentina S.A., Banco de la Ciudad de Buenos Aires and Banco de Tierra del Fuego for US$9,149,905.
Legal Advice in Molinos Agro US$250,000,000 Pre-export Financing from IDB Invest
Counsel to Molinos Agro S.A. and Molinos Overseas Commodities S.A. in the financing for up to US$250,000,000 from IDB Invest. The uncommitted financing consists of a direct loan of up to US$50 million, and up to US$200 million of mobilized funds, with Santander and Rabobank as lead arrangers. This funding aims to ensure short and medium-term liquidity for pre-financing the company's exports of products and commodities.
Roch S.A. consent solicitation
Counsel to Roch S.A. in a consent solicitation process for the release of proceeds for an amount of AR$266,094,000 to be applied under the joint venture agreement Unión Transitoria Río Cullen, Las Violetas, La Angostura (Cuenca Austral - Tierra del Fuego Province)and for increasing the interest rates for the periods between June and December 2023, from 6.5% to 7% per annum for the US Dollar denominated debt and the margin under the Peso denominated debt from 12% to 12,5% per annum.
The transaction was conducted within the framework of the company’s judicial insolvency proceeding and allowed Roch to obtain the consents from 81.07% of the holders of the series 1 secured notes for US$16,261,578; 100% of the holders of the private secured note for US$3,413,694; and 100% from the lenders under financial loans Banco Itaú Argentina S.A., Banco de la Ciudad de Buenos Aires and Banco de Tierra del Fuego for US$9,149,905.
Posco Argentina obtains up to US$ US$ 411,900,000 Financing for the Construction and Development of a Lithium Project
Legal counsel to BNP PARIBAS Seoul Branch, Citibank N.A. Hong Kong Branch, Crédit Agricole Corporate and Investment Bank, JPMorgan Chase Bank, N.A., The Hongkong and Shanghai Banking Corporation Limited, and Korea Trade Insurance Corporation (Korean export credit agency) in a facility worth up to US$ 411,900,000 to Posco Argentina S.A.U. to finance the construction and development of the first phase of Sal de Oro lithium brine project, located in Salar del Hombre Muerto, in the provinces of Catamarca and Salta, in Argentina, one of the most important lithium brine projects in the country. The funds under the financing will be used for the development of the lithium plant, including financing of infrastructure and imports. Plant construction completion is expected for Q2 2024.
The facility is guaranteed by Posco Holdings Inc., a South Korean company and one of the major lithium producers worldwide, and by K-Sure, in its landing in Argentina. Disbursements under the facility are subject to certain conditions precedent.
Roch S.A. court restructuring process (concurso preventivo de acreedores)
Counsel to Roch S.A. in its successful financial debt restructuring under a court reorganization process (concurso preventivo de acreedores) in accordance with Argentine Bankruptcy Law No.24,522, after obtaining the judicial endorsement to the agreements reached with its creditors.
In the context of the reorganization, Roch managed to refinance: (i) financial loans with Banco Itaú Argentina, Banco de la Ciudad de Buenos Aires and Banco Provincia de Tierra del Fuego; (ii) a secured private note originally issued on December 13th, 2018; and (iii) series 4 notes maturing on June 18, 2020and series 5 notes maturing on April 15, 2021.
As a result of the refinancing process, Roch issued a new secured private note and series 1 notes under the public offering regime and executed loan restructuring agreements with Banco Itaú Argentina, Banco de la Ciudad de Buenos Aires and Banco Provincia de Tierra del Fuego. The company's total new restricted financial debt is US$28,825,177. All instruments under the new financial debt have the same terms and conditions: (i) 6.50% fixed interest rate (except for Banco Itaú Argentina loan, which bears a variable interest rate and is denominated in Argentine Pesos); (ii) mature on July 27, 2027; (iii) principal will be amortized in 22 quarterly installments and an initial 10% principal payment will be made; and (iv) interest will be paid on the same principal amortization dates.
The new financial debt is secured on a pro rata basis by a security trust assignment agreement of certain collection rights under hydrocarbon sales operations of the Company.
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 Counsel to Banco de Galicia y Buenos Aires S.A.U. and Banco de Inversión y Comercio Exterior S.A. in the Granting of a Loan to a Phrónesis Group Company for US$5,300,000
Legal counsel to Banco de Galicia y Buenos Aires S.A.U., as lender, administrative agent and guarantee agent, and to Banco de Inversión y Comercio Exterior S.A., as lender, in the granting of a loan for a total amount of US$5,300,000 to a Phrónesis Group company, an agro-industrial group dedicated to the production, processing and marketing of foods in the local and international market, to finance the expansion of its industrial plant located in the province of San Juan.
Albanesi Energía S.A.’s US$ 175 million loan refinancing
Legal counsel to UBS Investment Bank as arranger in Albanesi Energía S.A.’s US$ 175,000,000 loan refinancing (2021).
Albanesi Energía S.A. (“AESA”), an electricity-generating subsidiary of the Argentine energy group Albanesi, has successfully refinanced a secured credit facility granted by UBS Investment Bank in 2017 for an amount of USD 175,000,000, intended to finance the construction and commissioning of co-generation project in the Province of Santa Fe, Argentina. The financing, originally scheduled to mature on December 2021, will mature on December 2023. The transaction allowed AESA to improve its debt maturity profile as well as to comply with mandatory refinancing requirements imposed by the Argentine Central Bank to local companies by Communications “A” 7106 and 7230.
Generación Mediterránea in a loan for an amount of US$ 14,808,483.01 granted by J.P. Morgan Chase Bank
Legal counsel to Generación Mediterránea S.A., as borrower, and Albanesi S.A. and Central Térmica Roca S.A., as corporate guarantors, in a loan for an amount of US$ 14,808,483.01 granted by J.P. Morgan Chase Bank, N.A., as organizer, original lender and facility agent, and guaranteed by Export-Import Bank of the United States.
YPF Energía Eléctrica obtains US$ 150,000,000 in a project finance facility from BNPP and DFC for the development of a greenfield wind power project
Legal counsel to BNP Paribas Fortis SA/NV and United States International Development Finance Corporation (DFC) in a facility worth US$ 150,000,000 under a non-recourse project finance structure to Luz del León S.A., a special purpose vehicle controlled by YPF Energía Eléctrica S.A, to finance the development and construction of the Cañadón León wind power project for a total 120 MW of generation capacity, located in the Department of Puerto Deseado, Province of Santa Cruz, Argentina.
The transaction is the first non-recourse project financing that will supply electricity under two PPAs: a 20-year PPA with CAMMESA under the RenovAr regime, and a 15-year corporate PPA under the MATER regime, both regimes under Argentina’s renewable energy legal framework. The BNPP part of the facility is guaranteed by Euler Hermes Aktiengesellschaft (German export credit agency).
The security package for the loan includes (i) a first-priority share pledge over 100% of Luz del León shares; (ii) a first-priority pledge over certain windfarm equipment; and (iii) a security trust for the assignment of all borrower’s receivables under certain project documents.