Carey and PPU on $500m credit facility to Sierra Gorda

Carey has advised Sierra Gorda SCM, and Philippi Prietocarrizosa Ferrero DU & Uría Chile the lenders, on a USD $500,000,000 credit facility for Sierra Gorda.

The facility, granted on 24 September, is intended to refinance the company’s existing debt and to finance working capital.

The transaction involved the Chilean, US and Polish jurisdictions. Milbank and A&O Shearman acted as US counsel to Sierra Gorda and the lenders, respectively.

Scotiabank Chile, acted as administrative agent; and The Bank of Nova Scotia, Banco Santander, Scotiabank Chile, ING Capital, HSBC Continental Europe, Sumitomo Mitsui Banking Corporation, Intesa Sanpaolo (New York Branch), Mega International Commercial Bank, Industrial and Commercial Bank of China (Europe) and ICBC Peru Bank acted as lenders.

In order for the transaction to be completed, it was necessary to analyse whether it could be structured as an assignment and modification of Sierra Gorda SCM’s existing credit facility with a group of financiers, taking into account the anti-avoidance or GAAR rules applicable in Chile, or as a new financing, which is what was finally done, and the rules on over-indebtedness based on potential financiers and the indirect participation of the Polish government in the ownership of the company.

Matthew Starnes acted as in-house counsel to Sierra Gorda.

Carey’s team was led by partners Felipe Moro (pictured left) and Manuel José Garcés (pictured centre), with support from associates Loreto Ribera and Antonio Dourthe.

PPU Chile was represented by partner Daniel Parodi (pictured right) and associates Juan Ignacio Rosales and Tomás Canales.

Allen & Overy’s team included partners Sami Mir and Todd Koretzky, and consultant Daniel Resnick.

Milbank’s team included partner Alexander Borisoff and associates Natália D’Avila and Katherine Hannah.