Mattos Filho acts in landmark project bond (debentures) in Brazil

Mattos Filho advised Gás Natural Açu in the first capital markets transaction that BNDES acted as structuring agent

Mattos Filho Advogados advised Gás Natural Açu Infraestrutura S.A. (GNA), a joint venture by Siemens, SPIC Brasil, Prumo Logística and BP Global Investments in what is the first time that Banco Nacional de Desenvolvimento Econômico e Social (BNDES) has participated as an structuring agent in a capital markets transaction.

Mattos Filho’s role was to assist the issuer, the shareholders, the sponsors and the third party guarantors in the issuance of debentures, to be used towards the development of the project, as well as to refinance the original debt hired with KfW IPEX-Bank GmbH (KFW), BNDES and the International Finance Corporation (IFC), for the purpose of repaying IFC. The transaction raised R$ 1,8 billion.

The debentures were issued in order to implement a greenfield thermoelectric plant powered by natural gas, with installed capacity of 1,338.3 MW, as well as ancillary structures, in the region of the Porto do Açu, in the city of São João da Barra, State of Rio de Janeiro, which, on February 3, 2021, was defined as a priority project by the Ministry of Mines and Energy, allowing the issuer to issue incentivized debentures to develop such project.

Such debentures will be secured by Letters of Credit to be issued by the LC Providers, regulated pursuant to a CPG; and upon the conclusion of the Refinancing (and repayment of IFC), by a collateral package to be shared with KFW. This is also the first time that a Brazilian LNG thermoelectric plant has issued debentures, after approval of the new sector regulatory.

Mattos Filho, Veiga Filho, Marrey Jr, e Quiroga Advogados was represented by the partners Pablo Sorj (pictured left), Tatiana Penido (pictured right) and associates Natalia de Santis, Yasmin Tayar, Maria Massi and Tomas Machado de Oliveira.

Stocche Forbes Advogados was external counsel to coordinating banks and bank guarantors with partner Bruno Gandolfo and associates Rafael Bresciani, Mariana David and Pedro Avanzi.

Milbank LLP, Shearman & Sterling LLP, Pinheiro Neto Advogados and Hinckley Allen LLP also participated at this deal.