On May 28, 2024, and June 4, 2024, Generación Mediterránea S.A. and Central Térmica Roca S.A., leading companies of Group Albanesi in the power generation sector, as co-issuers, successfully completed the offering of 12,50% Class XXXI Notes for US$59,889,072 due May 28, 2027, issued under the Notes Program for an amount up to US$1,000,000,000.
The offer was addressed through a public offering in Argentina and an international offering not registered under the U.S. Securities Act of 1933, as amended, (“Securities Act”) only for (i) “accredited investors” as defined in Rule 501(a) under Regulation D under the Securities Act, that also are “qualified institutional buyers” as defined in Rule 144A under the Securities Act, and (ii) outside the United States, to persons other than “U.S. persons” (as defined in Rule 902 under the Securities Act) and who are not acquiring Class XXXI Notes for the account or benefit of a U.S. person, in offshore transactions in compliance with Regulation S under the Securities Act.
The Class XXXI Notes are secured by an Argentine law-governed collateral trust and first-priority pledges.
Generación Mediterránea S.A. and Central Térmica Roca S.A. acted as issuers of Class XXXI Notes. The Bank of New York Mellon acted as Class XXXI Notes Trustee, Paying Agent, Registrar, Transfer Agent, and Settlement Agent. Balanz Capital Valores S.A.U. acted as local Registrar. TMF Trust Company (Argentina) S.A. acted as Argentine Collateral Agent and Onshore Trustee. Banco de Servicios y Transacciones S.A., Bull Market Brokers S.A., Puente Hnos. S.A., Balanz Capital Valores S.A.U., Global Valores S.A., SBS Trading S.A. and BACS Banco de Crédito y Securitización S.A. acted as Placement Agents of Class XXXI Notes issued on May 28, 2024, and Balanz Capital Valores S.A.U. acted as Placement Agent of Class XXXI Notes issued on June 4, 2024.
Counsel to Generación Mediterránea S.A. and Central Térmica Roca S.A.:
Tavarone, Rovelli, Salim & Miani through its team led by partner Francisco Molina Portela, together with associates Ximena Sumaria, Agustín Ponti, Carolina Pilchik and Nicolás De Palma.
Skadden, Arps, Slate, Meagher & Flom LLP in New York through its team led by partner Alejandro González Lazzeri, together with associates Alejandro Ascencio, Monica Perez-Banuet Farell and Rodrigo Carmona.
In-House Counsel to Generación Mediterránea S.A. and Central Térmica Roca S.A.:
The Issuers were also advised by their in-house legal team formed by Fabiana Marcela López León, Claudio Gastón Mayorca and María Mercedes Cabello.
Counsel to Placement Agents, local Registrar and investors:
Bruchou & Funes de Rioja through its team led by partner José María Bazán, together with associates Leandro Exequiel Belusci, Lucila Dorado, Sofia Maselli and Facundo Suarez Lon.
Gibson, Dunn & Crutcher LLP through its team led by partner Tomer Pinkusiewicz, together with associates Marie M. Kwon and Maria Fernanda Ojeda Hamui.
Counsel to Class XXXI Notes Trustee, Paying Agent, Registrar, Transfer Agent, and Settlement Agent:
Jones Walker LLP in New York through its partner Wish Ziegler.
In-House Counsel to Argentine Collateral Agent and Onshore Trustee:
The Argentine Collateral Agent and the Onshore Trustee were advised by their in-house legal team formed by Leonardo Pirolo.