Morales & Besa has advised Ruta del Maipo Sociedad Consecionaria S.A, a toll-road concessionaire owned by Grupo ISA-Intervíal, in the redemption and exchange of its series A and B local bonds. The transaction closed August 1st.
The bonds correspond to insured project bonds (existing local bonds), to terminate the insurance policies of MBIA Insurance Corporation, keeping the foreign bonds issued by Ruta del Maipo insured by MBIA. All the bonds are under a common accounts and collateral structure shared by the lenders of the company.
The aforementioned existing local bonds were exchanged for new bonds, for which purposes, Ruta del Maipo registered a new local master bonds agreement, under which new series C and D uninsured bonds (the new local bonds) and issued and placed by the new local bonds.
In addition, together with the exchange, it was agreed an amendment of the liquidity facility granted by Banco del Estado de Chile, concluding the insurance policies of MBIA securing such financing, as well as a new financing of Banco del Estado granted to fund the construction of certain additional works agreed with the MOP.
This transaction represents the largest voluntary exchange of bonds in the Chilean bonds market history, in where an issuer of local bonds makes simultaneously a redemption of bonds by an offer of exchange of bonds or redemption in cash.
The transaction also required the execution of a new collateral agency agreement regulating the new collateral structure, as well as an increditor agreement to regulate the relationship among the different creditors, banks and local and foreign bondholders.
The team was made up of partners Carlos Silva and Myriam Barahona, senior associates Andrea Díaz and Javier Balbontín and associates Juan Carlos Juri, Isabel Cabeza and Pedro Pablo Valenzuela.
Gibson Dunn & Crutcher served as NY legal counsel to Ruta del Maipo, while Debevoise & Plimton in NY and Claro & Cía in Chile, acted as legal counsel to MBIA.