Alto Magdalena concession obtains 4G finance
The concessionaire behind a motorway in central Colombia has hired Castro, Leiva, Rendon, Criales in Bogotá as local counsel to acquire financing worth more than US$356 million from a host of international and local lenders as part of the country’s ambitious fourth generation (4G) infrastructure programme. Goldman Sachs, as structuring bank, called on Clifford Chance LLP in New York and Washington, DC and Philippi Prietocarrizosa Ferrero DU & Uría (Colombia). PPU also advised the local lenders, which provided 686 billion Colombian pesos (US$222.6 million); international lender Banco Centroamericano de Integración Económica, which provided US$136 million worth of dollar-denominated funding; as well as Citibank and Cititrust, which acted as executors. BLP (Costa Rica) in San José also provided counsel to the lenders. The financing includes a liquidity facility to be granted by Colombian infrastructure bank Financiera de Desarrollo Nacional, which called on Holland & Knight LLP in Bogotá and Miami. The transaction closed on 13 July. Latin Lawyer believes Reed Smith LLP and Milbank, Tweed, Hadley & McCloy LLP provided New York counsel to Citibank and Cititrust, and the concessionaire respectively, but could not confirm this prior to publication. The Alto Magdalena concession will use the funds to build, operate and maintain a 190-kilometre motorway spanning the central Colombian departments of Tolíma, Caldas and Cundinamarca. Less than a month ago, the same firms who worked on the Alto Magdalena financing helped a consortium charged with expanding and maintaining a highway in northern Colombia agree a five-tranche US$470 million financing package. Four months ago the group guided the 4G infrastructure programme’s first financing for the Pacífico 3 motorway in Colombia’s interior, worth around US$670 million. Counsel to the concessionaire Castro, Leiva, Rendon, Criales Partners Marcela Castro, José Ignacio Leiva and Carlos Padilla in Bogotá Counsel to Goldman Sachs, Banco Centroamericano de Integración Económica, Banco de Bogotá, Banco de Occidente, Banco AV Villas and Banco Popular Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) Partners Juan Fernando Gaviria and Jorge Di Terlizzi, and associates Carolina Duque, Cristina Díaz, María De Bedout, María José Ariza, Andrea Castillo, Isabella Ariza, Felipe Londoño, María Margarita Lorduy, Erika Serrano, Maria del Rocío Vargas, Laura Isaza, Camilo Vivas, Ana María Sanchez, Roberto Camacho, Paula Buriticá and Andrea Sánchez in Bogotá BLP (Costa Rica) Partner Eduardo Calderón and associates Julio Castellanos and Juan José López in San José Counsel to Goldman Sachs Clifford Chance LLP Partner Gianluca Bachiochi and associates Alberto Haito, Luis Maria Clouet and Alejandro Espitia in New York Counsel to Citibank and Cititrust Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) Partner Javier Valle and associate Nicolas Tirado and Diana Rueda in Bogotá Counsel to Financiera de Desarrollo Nacional Holland & Knight LLP Partner Norberto Quintana and visiting attorney Mariana Guzian Foreign in Miami Holland & Knight (Colombia) Partner Enrique Gómez-Pinzón, and associates Lucas Saffon and Maria Juliana Saa in Bogotá
Firms agree Cartagena-Barranquilla 4G highway finance
The New York office of Milbank, Tweed, Hadley & McCloy LLP and Colombian firm Castro Leiva Rendón Criales Abogados has helped a consortium charged with expanding and maintaining a highway in northern Colombia agree a complex five-tranche US$470 million financing package. The New York office of Clifford Chance LLP and Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) advised senior lenders Banco de Bogotá, Banco de Occidente, Bancolombia, and Fondo de Deuda Ashmore CAF, an investment fund backed by CAF development bank and Ashmore. The lenders supplied special purpose company Costera Cartagena Barranquilla with a senior loan facility worth 550.5 billion pesos (US$186 million). A separate team from PPU and US firm Reed Smith advised Citibank, acting as indenture trustee and offshore collateral agent. The financing also includes project bonds. Both Clifford Chance and PPU advised the initial purchasers for two bond offerings for US$151 million and 327 million Colombian pesos (US$110 million). Fiduciaria Bancolombia was trustee for the project bonds and hired Sullivan & Cromwell LLP. All tranches of the financing closed on 8 July. Holland & Knight LLP’s New York, Miami and Bogotá offices advised credit enhancement provider Financiera de Desarrolo Nacional (FDN). The road runs between Cartagena, Colombia’s fifth largest city by population, and Barranquilla, the largest city and port in the northern Caribbean coastal region of Colombia. The US$850 million project spans almost 160km of road and is expected to be completed in 2020. The Mario Huertas Cotes-Constructora Meco consortium owns the concession to design, build, maintain and operate the road. It is part of Colombia’s fourth-generation (4G) road infrastructure plan, which aims to deliver 7,000km of roads through public-private partnerships, requiring an investment of more than US$14 billion over the next eight years. Counsel to Mario Huertas Cotes-Constructora Meco consortium Milbank, Tweed, Hadley & McCloy LLP Partners Carlos Albarracín, Carolina Walther-Meade and Andrew Walker, special counsels Ben Garcia and Catherine Leef Martin, and associates Brandon Jang, Donald Canavaggio, Alexander Barlow, Andrés Arnaldos Montaner, Carolyn Matos-Montes, Jules Mugema, Ashley Shapero, and Bernardo Mocho Moura in New York Castro Leiva Rendón Criales Abogados Partners Marcela Castro, José Ignacio Leiva and Carlos Padilla in Bogotá Counsel to Goldman Sachs, Banco de Bogotá, Banco de Occidente, Bancolombia and Fondo de Deuda Ashmore CAF Clifford Chance LLP Partners Gianluca Bacchiocchi and Jon Zonis, and associates Guido Liniado, Luis Maria Clouet, Mariana Estévez, Alejandro Espitia, Regina Madrid and Greg Kahn in New York Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) Partners Juan Fernando Gaviria and Jorge Di Terlizzi and associates Carolina Duque, Cristina Diaz, María De Bedout, María José Ariza, Andrea Castillo, Isabella Ariza, María Margarita Lorduy, Maria Camila Aponte, Maria del Rocío Vargas, Laura Isaza, Camilo Vivas, Ana María Sanchez, Roberto Camacho and Paula Buriticá in Bogotá Counsel to Financiera de Desarrolo Nacional Holland & Knight LLP Partner Norberto Quintana in New York and foreign visiting attorney Mariana Guzian in Miami Holland & Knight (Colombia) Partner Enrique Gómez-Pinzón and associates Lucas Saffon and Maria Juliana Saa in Bogotá Counsel to Citibank Reed Smith Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) Partner Javier Valle and associate Nicolas Tirado in Bogotá Counsel to Fiduciaria Bancolombia Sullivan & Cromwell LLP Partner Robert Risoleo in Washington, DC, and partner Eric Wang and associates Joaquin Perez Alati, Guy Inbar and Slki Hong in New York This article was updated on 20 July to add counsel from Sullivan & Cromwell LLP and Clifford Chance LLP.
Continental Gold gets record project finance for Buriticá mine
Cassels Brock & Blackwell LLP in Toronto, Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) and Taylors in association with Walkers in Bermuda have helped Canadian mining company Continental Gold obtain a loan of US$250 million for the development of a mine in Antioquia – in the largest project finance ever in Colombia’s mining sector. The lender, Red Kite Mine Finance, acted through special purpose vehicle RK Mine Finance Master Fund I, based in Bermuda, and took counsel from Norton Rose Fulbright offices in Bogotá and Toronto and Conyers Dill & Pearman in Bermuda. The funds will be used for the large-scale development and construction of the Buriticá gold mine project, 90 kilometres northwest of Medellín. The project financing is the largest ever in the Colombian mining sector, and will give Continental immediate access to US$100 million of the loan subject to certain conditions. The deal closed on 10 January. Authorised mining projects are a rarity in Colombia, due to the difficulties concessionaires can face obtaining environmental permits. The country’s constitution imposes strong protections on indigenous communities’ rights and territory. Widespread illegal goldmining, a common source of revenue for the FARC guerrilla movement, has also created a negative stigma and given rise to strong political and social objection to mining across Colombia. Counsel to Continental Gold In-house counsel – Jessica Celis Mejía Cassels Brock & Blackwell LLP Partners David Budd, Patience Omokhodion, Christopher Norton, Cathy Mercer, Lindsay Clement and Jay Goldman and associate Carla Potter in Toronto and associate Jenna Clark in Vancouver Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) Partners Juan Fernando Gaviria and Carolina Rozo and associates Mateo Sinisterra, Leonardo Cote, Maria José Ariza, María De Bedout and Antonio Gómez in Bogotá Taylors in association with Walkers Partner Jonathan Betts and associates Phelecia Barnett and Ben Green in Bermuda Counsel to Red Kite Mine Finance Limited Norton Rose Fulbright Partner Geoffrey Gilbert, of counsel Alison Babbit and associate Ahad Ahmed in Toronto Norton Rose Fulbright (Colombia) Partner Jorge Neher and associates Nicolás Arboleda, Efrain Peña and Pablo Martínez in Bogotá Conyers Dill & Pearman Director Jason Piney and associate Cathryn Minors
Nine firms drive first 4G finance in Colombia
Milbank, Tweed, Hadley & McCloy LLP in New York, Castro Leiva Rendón Criales Abogados in Bogotá and Londoño & Arango in Medellín have helped the consortium behind the Pacífico 3 motorway in central Colombia become the first concessionaire to obtain finance under the country’s multibillion-dollar fourth generation (4G) infrastructure programme. Pacífico 3, comprised of Construcciones El Condor, MHC Ingenierías and Constructora Meco, relied on the three firms to issue one batch of dollar-denominated notes worth US$260 million and another in local currency worth some 396 billion pesos (US$125 million). It also sought their counsel to obtain a four-tranche loan denominated in Colombian tender worth a combined 903 billion (US$285 million). Goldman Sachs, which hired Clifford Chance LLP in New York, Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) and BLP (Costa Rica), arranged and structured the entire credit package, while Colombian infrastructure fund Financiera de Desarrollo Nacional served as a credit enhancement agent, turning to Holland & Knight LLP’s Miami and Bogotá offices. Sullivan & Cromwell LLP in New York and Washington, DC advised Fiducolombia as trustee. Citibank, acting as collateral agent, turned to Philippi Prietocarrizosa in Bogotá. Reed Smith LLP in New York is also thought to have advised Citibank, but this could not be confirmed prior to publication. The consortium will use the funds to build a 146-kilometre motorway in Colombia’s interior. Colombian President Juan Manuel Santos said the financial package was a sign of confidence in the government’s 4G infrastructure scheme, drawing particular attention to the dollar-denominated offering, which is the first foreign project bond obtained by a Colombian toll road. The transaction closed on 22 February. Counsel to Pacífico 3, Construcciones El Condor, MHC Ingenierías and Constructora Meco Milbank, Tweed, Hadley & McCloy LLP Partners Carlos Albarracín, Carolina Walther-Meade, Andrew Walker and Joel Krasnow, counsel Catherine Leef Martin, associates Donald Canavaggio, Alex Barlow, Richard Hillman, Jaime Ramírez and Andrés Arnaldos Montaner, and international associates Anacandy Perusquia and Maria Camila Quintero in New York Castro Leiva Rendón Criales Abogados Partners Marcela Castro, Jose Ignacio Leiva, Mario Criales and Carlos Padilla, and associates Carlos Hernandez and Paola Mondragon in Bogotá Londoño & Arango Partner Maximiliano Londoño in Medellín Counsel to Goldman Sachs Clifford Chance LLP Partners Gianluca Bacchiocchi, Jon Zonis and Charles Adams, and associates Guido Liniado, Luis Maria Clouet, Regina Madrid, Alejandro Espitia and Mariana Estévez in New York Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) Partners Juan Fernando Gaviria and Jorge Di Terlizzi, and associates Carolina Duque, Cristina Diaz, Maria De Bedout, Maria José Ariza, Andrea Castillo, Paola Vasquez, Paula Buritica, Margarita Lorduy Erika Serrano, Diego Velandia, Ana María Sanchez, Mauricio Nieto and Roberto Camacho in Bogotá BLP (Costa Rica) Counsel to Financiera de Desarrollo Nacional Holland & Knight LLP Partner Norberto Quintana and foreign visiting attorney Mariana Guzian in Miami Holland & Knight (Colombia) Partner Enrique Gómez-Pinzón and associates Lucas Saffon and Maria Juliana Saa in Bogotá Counsel to Citibank Philippi Prietocarrizosa Ferrero DU & Uría (Colombia) Partner Javier Valle and associate Nicolas Tirado in Bogotá Counsel to Fiducolombia Sullivan & Cromwell LLP Partner Robert Risoleo in Washington, DC and associate Miguel Oría in New York This article was updated on 24 May 2016 to include BLP’s counsel to Goldman Sachs.
María Francisca Danoun
Member of the Infrastructure and Projects team. His professional practice focuses on corporate advice to national and international clients, on the development of energy projects and also on other matters related to corporate and commercial law.
Mario Fava
Member of the Infrastructure and Projects team. His practice focuses mainly on Energy, Infrastructure and Natural Resources, with experience in the negotiation of various contracts such as EPC, O&M as well as various subcontracts, such as Interface agreements, Purchase and Sale agreements, Connection agreements, and in bidding processes for the supply of energy to distribution companies.
Aouda Del Castillo
Member of the Real Estate, Infrastructure and Projects team. His professional practice focuses on advising public sector entities on Public Private Partnerships and private investment promotion processes linked to infrastructure and public services projects. He has advised Regional and Local Governments in the management of private investment promotion processes under his jurisdiction. He has also advised important private sector companies, both in the preparation and processing of private initiatives, as well as in their participation in promotion processes convened by state initiative. He participated in the preparation, promulgation, regulation and implementation of the Law on the Modernization of Sanitation Services.
Dávila Ronald Fernández
Leading Partner of the Lima office, Ronald is known for his reputation advising clients on local and international financing and infrastructure operations for roads, ports, airports, railways, treatment plants, among others. In his commitment to promoting the country’s infrastructure projects, Ronald has participated in various missions in North America and Europe organized by the Firm and local and international organizations, offering the portfolio of projects in Peru around the world. His main clients are national and international investors and financial entities as well as companies that are concessionaires of public infrastructure services.
Jorge Di Terlizzi
Partner at PPU expert in Infrastructure and Public Law matters. He is advisor on infrastructure matters for telecommunications, energy, roadway, airport and port concession companies, regarding their Public Private Partnerships (PPPs), and the financing, construction and equity-funding contracts.
