Roberto Lizondo, Alejandro González Lazzeri, Alejando Perelsztein, Estanislao Olmos, Juan G. Giráldez, Adam Brenneman, Irving C. Apar and Yesenia Batista

Different firms act in the international issuance of TGS Notes

Different firms have advised on the issuance by Transportadora de Gas del Sur (TGS) in the local and international capital markets of its class 3 notes denominated and payable in US dollars, for a nominal value of USD $490,000,000.

The Notes, which are governed by New York Law, were issued on 24 July at a fixed interest rate of 8.500% and mature on 24 July 2031, under the framework of its programme for the issuance of short and medium-term negotiable obligations not convertible into shares, for a maximum outstanding amount of up to USD $2,000,000,000 (or its equivalent in other currencies), approved by the National Securities Commission.

The transaction was conducted pursuant to Rule 144A and Regulation S under the US Securities Act.

At the same time, the Company submitted a cash tender offer for its class 2 notes due 2025 with a yield of 6.750%. Of the USD $470,324,000 outstanding as of the launch date of the tender offer, Class 2 Notes with a total par value of USD $299,439,000, or approximately 63.67%, were tendered for purchase.

TGS will use the proceeds to purchase the Class 2 Notes pursuant to the Offer to Purchase (and to pay related expenses), and to redeem all of the remaining Class 2 Notes not tendered under the Offer to Purchase.

The Notes will be listed on Bolsas y Mercados Argentinos and on the Mercado Abierto Electrónico.

Salaverri Burgio & Wetzler Malbrán and Skadden Arps Slate Meagher & Flom acted as local and international counsel to TGS, respectively; while Cleary Gottlieb Steen & Hamilton and Bruchou & Funes de Rioja advised the international underwriters and the local placement agents, respectively; and Thompson Hine acted as legal counsel to the trustee, co-registrar, paying agent and transfer agent.

Citigroup Global Markets, Itau BBA USA Securities, J.P. Morgan Securities and Santander US Capital Markets acted as international underwriters of the Notes and arrangers of the Offer to Purchase; while Banco Santander Argentina and Banco de Galicia y Buenos Aires acted as local underwriters of the Notes and local information agents in the Offer to Purchase. CSC Delaware Trust Company acted as trustee, co-registrar, paying agent and transfer agent under the Indenture with TGS.

Hernán Flores Gómez, Silvia Migone Díaz, Paula Tourn and Nicolás Quiroga acted as in-house counsel for TGS.

Salaverri’s team was led by partner Roberto Lizondo (pictured top left) and associates Josefina Ryberg, Santiago Linares Luque and Valentina Buschiazzo Ripa.

Skadden’s team comprised partner Alejandro González Lazzeri (pictured top centre, left), European counsel Alejandro Ascencio, and associates Elvira Perez, Jean Aziz and Mariana Urban

Bruchou’s team included partners Alejando Perelsztein (pictured top centre, right) and Estanislao Olmos (pictured top right) and associates Leandro Ezequiel Belusci, Sofía Maselli and Lucía De Luca.

Cleary’s team was made up by partners Juan G. Giráldez (pictured bottom left) and Adam Brenneman (pictured bottom centre, left), associates Nicole Mueller and Sophie Low, and law clerk Mauricio Nieto.

Thompson Hine’s team was represented by partners Irving C. Apar (pictured bottom centre, right) and Yesenia Batista (pictured bottom right).

L Giselle Estrada

SHARE