TRSYM and Bruchou on Albanesi’s new international offering
Tavarone Rovelli Salim & Miani advised Generación Mediterránea and Central Térmica Roca (Albanesi Group), and Bruchou & Funes de Rioja advised the placement agents, the local transfer agent and the investors, in the co-issuance of the USD $59,889,072 Class XXXI Notes.
The issue was made on 28 May and 4 June, at an initial fixed rate of 12.50% nominal per annum, maturing on 28 May, under the Simple Negotiable Obligations Programme (not convertible into shares) for a total nominal value of up to US$1,000,000,000 (or its equivalent in other currencies or units of measurement or value).
The Class XXXI Notes were placed through a public offering in Argentina and an unregistered international offering in the United States to “accredited investors” in the United States pursuant to Rule 501(a) of Regulation D under the U.S. Securities Act of 1933, as amended, who are also “qualified institutional investors” under Rule 144A under the Securities Act; and outside the United States, persons who are not “U.S. persons” (as defined in Rule 902 under the Securities Act) and who do not acquire Class XXXI Notes for the account or benefit of a U.S. person, in “offshore” transactions within the meaning of Regulation S under the Securities Act.
The Class XXXI Notes are secured by a security trust and certain pledges with first priority registration.
Other participating firms were Skadden Arps Slate Meagher & Flom as New York counsel to Grupo Albanesi, Gibson Dunn & Crutcher as New York counsel to the investors and Jones Walker as New York counsel to The Bank of New York Mellon.
On the issue, Generación Mediterránea and Central Térmica Roca acted as co-issuers; The Bank of New York Mellon acted as trustee, paying agent, registrar, transfer agent and settlement agent; Balanz Capital Valores acted as local transfer agent; TMF Trust Company (Argentina) as collateral agent and trustee under the collateral trust; Banco de Servicios y Transacciones, Bull Market Brokers, Puente Hnos, Balanz Capital Valores, Global Valores, SBS Trading and BACS Banco de Crédito y Securitización acted as placement agents for the Class XXXI Notes issued on 28 May 2024 and Balanz Capital Valores as placement agent for the Class XXXI Notes issued on 4 June 2024.
Fabiana Marcela López León, Claudio Gastón Mayorca and María Mercedes Cabello acted as in-house counsels to Grupo Albanesi. Leonardo Pirolo acted as in-house counsel to TMF Trust Company (Argentina).
TRSYM’s team was led by partner Francisco Molina Portela (pictured left), with support from associates Ximena Sumaria, Agustín Ponti, Carolina Pilchik and Nicolás De Palma.
Skadden’s team comprised partner Alejandro González Lazzeri, and associates Alejandro Ascencio, Monica Perez-Banuet Farell and Rodrigo Carmona.
Bruchou’s team included partner José María Bazán (pictured right), and associates Leandro Exequiel Belusci, Lucila Dorado, Sofia Maselli and Facundo Suarez Lon.
Gibson Dunn & Crutcher was made up of partner Tomer Pinkusiewicz, and associates Marie M. Kwon and Maria Fernanda Ojeda Hamui. Jones Walker team was represented by partner Wish Ziegler.
