Baker McKenzie advised the borrower Autopista del Norte S.A.C. (AUNOR) a subsidiary of Aleatica, the first pure transportation infrastructure operator with a region-wide presence that covers Spain and key markets in Latin America owned by IFM investors, on a USD 350 Million senior secured loan to refinance the Red Vial 4 road project in Peru.
The loan will enable AUNOR to continue road construction and finance additional infrastructure. The transaction was particularly complex and sophisticated as it involved a significant number of creditors and multiple jurisdictions including Peru, New York and Spain.
Additionally, the final negotiations, as well as the signing, closing and disbursement were held amidst lockdowns, curfews and other restrictive measures enacted by the different authorities to cope with the COVID-19 pandemic across all jurisdictions, but especially in Peru, which required a very precise coordination in order to ensure a swift closing and disbursement.
Baker McKenzie's cross-border team has been advising AUNOR and ALEATICA on the financing of the 25-year concession since 2017. The firm provided support with the Peruvian and New York legal aspects of refinancing of the existing concession, including the negotiating and approval of the bankability amendment necessary to make the project viable from a financial standpoint. The team also assisted with the regulatory approval of transaction documents, local security package and the arrangements necessary for the repayment of the existing debt to the then existing lenders.
Partner Jose A. Moran led the New York and Chicago teams with support from Juan Carlos Gonzalez on project finance and Karl Egbert and Brian Lee on derivatives. Partner Juan Carlos de los Heros led the Peru team with the support of associates Uldarico Ossio and Fernando Sam.
Lenders on the transaction included Sumitomo Mitsui Banking Corporation, Banco de Crédito del Perú, Banco Santander, S.A., Itaú Corpbanca New York Branch, Inter-American Investment Corporation, Crédit Agricole Corporate and Investment Banking, and ING Bank N.V., Dublin Branch.
Commenting on this transaction, José Morán, Global Chair of Baker McKenzie's Energy, Mining & Infrastructure Industry Group, said, "We offer clients the benefits of a broad-based, collaborative Latin Finance practice—anchored by our Chicago, Miami, Mexico City and New York offices and complemented by our 800 lawyers across 15 offices in seven countries in Latin America. The lawyers in our Latin American Finance team understand the legal and political challenges within the local markets and have the cultural background to work effectively in the region."
Juan Carlos de los Heros, the partner that led the deal from Lima added, "Baker McKenzie’s participation in the AUNOR refinancing is a good example of how our robust presence in the Americas, and our sophisticated understanding of local industries and cultures contribute to our clients’ success."
About Baker McKenzie's Project Finance Capabilities
Baker McKenzie is one of the world's most active project finance law firms. We advise sponsors, developers, financial institutions, investment funds, governments and governmental agencies on projects development and their financing across a wide range of industry sectors, including oil and gas, power, renewable energy, transport, water and social infrastructure on a full array of development and financing structures, including limited recourse financing, capital market issues, Islamic finance and project bonds.