L&W counsels on $1.4bn second tranche for Panama Canal Bridge
Latham & Watkins, through a multi-disciplinary team led by members of the Latin America Practice, has counselled Mizuho, as initial purchaser, and Banistmo, as local placement agent, on Panama Infrastructure Receivable Purchaser PLC’s offering of its USD $1,424,258,000 Series 2024-2 Senior Secured Notes due 2032.
The Series 2024-2 Notes are the second series of notes issued under a multi-tranche structure pursuant to which Panama Infrastructure Receivable Purchaser PLC, an orphan special purpose vehicle incorporated under the laws of England and Wales, will purchase certain work progress receivables (work progress reports) from the Panama Fourth Bridge Consortium and China Harbour Engineering Company Ltd. from time to time.
The Series 2024-2 Bonds will be listed on the Singapore Exchange Securities Trading Limited and are expected to be rated Baa3 by Moody’s and BBB- by S&P.
The project is one of Panama’s critical new infrastructure projects and is expected to significantly improve land transport connections between Panama City and the rest of the country, streamlining the daily movement of approximately 70,000 vehicles and benefiting approximately 1.7 million residents.
In addition to the financing, the firm advised on the bankability of certain amendments to the project contract and the regulatory framework for the issuance of progress charges, the creation of the multi-strand financing structure, tax structuring in connection with the use of an English special purpose vehicle and various regulatory matters related to the financing.
The transaction required the combined work of numerous parties and law firms in multiple jurisdictions.
The firm had advised the structuring agents and note purchasers in connection with the Series 2024-1 Notes that were issued as the initial tranche under the transaction. As part of the issuance of the Series 2024-2 Notes, the Series 2024-1 Notes were exchanged for cash.
L&W’s team was led by New York partners Gianluca Bacchiocchi (pictured left) and Guido Liniado (pictured right), together with associates Giancarlo Reanda, Francisco Lascurain and Andres Chester. London partner Tom Cochran advised on English law matters. New York partner Elena Romanova, with associate Jacob Nagelberg, advised on US tax matters, and London partner Aaron Bradley, with associate Nicole Lim, advised on UK tax matters. Counsel Joel Cavanaugh advised on Investment Company Act matters. Counsel Laura Szarmach advised on remuneration, employment and benefits matters. Counsel Andrew Galdes, together with associate Jessie Michelin, advised on sanctions and export control matters.
