Morgan & Morgan advised Avianca Holdings, S.A. in connection to a over US$ 2 billion debtor-in-possession financing structure pursuant to its reorganization plan under Chapter 11 of the United States Bankruptcy Code.
Panama, October 26, 2020. Morgan & Morgan acted as Panamanian counsel to Avianca Holdings, S.A., as Debtor; and Latin Airways Corp., Taca, S.A., AV International Investments, S.A., AV International Holdings S.A., AV International Holdco S.A., AV International Ventures S.A., AV TACA International Holdco, S.A., International Trade Marks Agency Inc. and Aviacorp Enterprises, S.A., as Guarantors, in connection with the transactions contemplated by a debtor-in-possession financing consisting of US$ 1.27 billion Tranche A senior secured financing and US$ 722 million Tranche B secured subordinated loan. The financing will help Avianca improve its liquidity and provide support to its operations.
Partners Francisco Arias and Aristides Anguizola, Associate Allen Candanedo, and International Associate Miguel Arias participated in this transaction.
Morgan & Morgan advised First Quantum Minerals Ltd. in connection with a Senior Notes Offering for an amount of up to US$1.5 Billion
Panama, October 26, 2020. Morgan & Morgan acted as Panamanian counsel to First Quantum Minerals, Ltd. in its offering (under Rule 144A of the U.S. Securities Regulation) of US$1,500,000,000 in aggregate principal amount of 6.875% senior notes due 2027.
Partners Inocencio Galindo and Aristides Anguizola participated in this transaction.
Morgan & Morgan advised Banistmo, S.A., in an up to US$315.6 million loan agreement for the financing of the acquisitions of CDNOs related to Line 2 of Panama´s City’s metro system.
Panama, September 29, 2020. Morgan & Morgan provided legal counsel to Banistmo, S.A., as Administrative Agent and Collection Agent, in connection with a loan agreement for an amount of up to US$315,601,312.14 between CitiGroup Global Markets, Inc. and UBS Securities LLC, as Joint Lead Arrangers and Bookrunners, various local and international banks as lenders, Banistmo, S.A., as Administrative Agent and Collection Agent to finance the acquisition by the borrower of the CDNOs.
The transaction included an agreement with Metro de Panama, S.A. to exchange the CDNOs, acquired in order to differ payment date, for consolidated CDNOs (“Aglutinados”).
Partner Kharla Aizpurua Olmos represented Morgan & Morgan in this transaction.
Morgan & Morgan advised Panasolar Generation, S.A. in an issuance of corporate green bonds for US$15,500,000.00.
Panama, September 29, 2020. The green bonds are certified under the Climate Bonds Certification Scheme run by the Climate Bonds Initiative, an international, investor-focused non-profit organization, and the only organization working solely on mobilizing the $100 trillion bond market for climate change solutions.
The Climate Bonds Standard and Certification Scheme is a labelling scheme for bonds, loans & other debt instruments. Rigorous scientific criteria ensure that it is consistent with the goals of the Paris Climate Agreement to limit global warming to under 2 degrees. The scheme is used globally by bond issuers, governments, investors, and financial markets to prioritize investments that genuinely contribute to addressing climate change. This certification is the main international award recognizing the best practices in green finance, covering green bonds, loans and significant market developments in climate and transition investments.
The green bonds also have a verification by Pacific Corporate Sustainability (PCS) of the Pacific Credit Ratings group.
The green bonds have been registered with the Superintendency of Capital Markets of Panama and will be listed on the Panama Stock Exchange. MMG Bank acted as arranger and is engaged as bookrunner and paying agent of the green bonds.
Partners Roberto Vidal, Kharla Aizpurua Olmos and Ricardo Arias, and associate Cristina De Roux participated in this transaction.
Morgan & Morgan advised in a US$40 million bond issuance by Banco Latinoamericano de Comercio Exterior (Bladex)
Panama, September 14, 2020. Morgan & Morgan advised BofA Securities, Inc., Mizuho Securities USA LLC., and SMBC Nikko Securities America Inc., in an issuance by Banco Latinoamericano de Comercio Exterior (Bladex) of five-year term bonds for US$400,000,000.00 with a fixed coupon of 2.375%, under Rule 144A and Regulation S of the United States Securities Act of 1933.
Partners Francisco Arias G. and Roberto Vidal, and international associate Miguel Arias M. represented Morgan & Morgan in this transaction.
Morgan & Morgan advised Electron Investment, S.A. in the public offering of corporate bonds for a sum of up to US$ 205 million
Panama, July 15, 2020.
Morgan & Morgan represented Panamanian company Electron Investment, S.A. (the “Issuer”) in the public offering of corporate bonds for a sum of up to US$ 205,000,000 (the “Bonds”) in relation to Pando and Monte Lirio, two hydropower generating facilities that it owns and operates. For purposes of the public offering, Electron Investment, S.A. registered the Bonds with the Superintendence of the Securities Market of Panama under an abbreviated registration procedure for recurring registered issuers pursuant to Agreement 1-2019. The Bonds were successfully offered through Panama Stock Exchange, S.A. and were acquired by a group of institutional investors led by Banco General. The Issuer used the funds derived from the sale of the Bonds mainly to cancel the Series A of the corporate bonds issued under a public offering of bonds which is registered with the Superintendence of the Securities Market under Resolution No. SMV-407-15 of June 30, 2015 (the “2015 Bonds”), and to cancel a subordinated loan with Banco General.
The Issuer’s obligations derived from the Bonds are guaranteed by a guaranty trust (the “Trust”) that was constituted in 2015 by the Issuer and BG Trust, Inc., the latter in its capacity as trustee, to guarantee the Issuer’s obligations arising from the 2015 Bonds, and which was modified on May 14, 2020 pursuant to the approval of a super majority of the holders of said bonds. Such amendment was registered before the Superintendence of the Securities Market under Resolution No. SMV-212-20 of May 15, 2020, mainly for the purpose of establishing that, once the obligations arising from the 2015 Bonds have been canceled, the Trust will continue to be in full force so as to guarantee the Issuer’s obligations under the Bonds. The assets of the Trust consist mainly of revenue flows that the Issuer is entitled to receive pursuant to energy and/or power purchase agreements and transactions in the spot market. A pledge over the issued shares of the Issuer and mortgages on both movable and immovable property owned by the Issuer and related to the hydropower facilities have also been created in favor of the trustee.
Morgan & Morgan advised Gaming & Services de Panama, S.A. and Cirsa Enterprises Group, in connection with a revolving credit facility and a term loan facility
Panama, July 9, 2020.
Morgan & Morgan advised Gaming & Services de Panama, S.A. (the “Company”) and Cirsa Enterprises Group (“Cirsa”), a leading gaming group in Spain, Italy and a number of countries in Latin America, with respect to (i) a revolving credit facility agreement up to the amount of €55,000,000, by and among Cirsa Enterprises S.L.U., Cirsa Finance International S.à r.l. and the Company (as guarantor) with Deutsche Bank AG, London Branch and Barclays Bank Plc.; and (ii) a term loan facility agreement up to the amount of €20,000,000 by and among Cirsa Enterprises S.L.U., Cirsa Finance International S.à r.l., the Company (as guarantor) and Sculptor Capital Mnagement, as fund manager.
Partner Roberto Vidal represented Morgan & Morgan in this transaction.
Morgan & Morgan advised Parque Industrial y Corporativo Sur, S.A. in connection with the public offering of revolving corporate bonds for an amount of up to US$100 million
Panama, April 24, 2020.
Morgan & Morgan advised Parque Industrial y Corporativo Sur, SA, in relation to the public offering of revolving corporate bonds (hereinafter the “Bonds”), which will be issued in multiple series, which may be senior series or subordinated series under a revolving program in which the outstanding principal balance of the Bonds issued and owed, in a single moment, may not exceed One Hundred million Dollars (US $100,000,000.00), legal tender of the United States of America. The series A of the Bonds may be guaranteed with a guarantee trust that has the usual assets for this type of transaction, such as monies, assigned rights, mortgages, among others.
Parque Industrial y Corporativo Sur, S.A. is a 42-hectare multipurpose project with high-quality, first-world infrastructure and buildings that serve as a storage and logistics center.
Panama, April 13, 2020.
Morgan & Morgan advised Alpha Credit ©, a leading technology firm that provides financial services to segments underserved by traditional banking institutions, specialized in consumer lending and financing for small and medium enterprises (SMEs), in the process to complete an equity financing round for more than MXN$2.4 billion (approximately US$100 million), led by SoftBank´s Latin America fund, one of the leading technology investors in the region.
Partners Francisco Arias and Roberto Vidal participated in this transaction.
Morgan & Morgan advised the shareholders of Unity Group in a corporate restructuring and subsequent sale of its business to Willis Europe B.V.
Panama, March 12, 2020. Morgan & Morgan advised the shareholders of Unity Group, a holding company with subsidiaries engaged in insurance brokerage in Central America with operations in six countries (Panama, Costa Rica, El Salvador, Guatemala, Honduras and Nicaragua), in a corporate restructuring and subsequent sale of its business to Willis Europe B.V., a company incorporated under the laws of the Netherlands and a subsidiary of Willis Towers Watson (NASDAQ: WLTW), a leading global brokerage and consulting firm. The transaction will increase the reach and scale of Willis Towers Watson in the Latin American region, both for its Corporate Risk and Brokerage (CRB) and the Human Capital and Benefits (HCB) segments.
This was a cross border transaction involving United States of America, British Virgin Islands, The Bahamas, Panama, Costa Rica, El Salvador, Guatemala, Honduras and Nicaragua.