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Sebastian Boada Morales

Sebastian Boada Morales

Associate
Baker & McKenzie S.A.S.

Biography

Sebastian Boada Morales is a senior associate at Baker McKenzie's Bogota office. He has over 10 years of professional experience. He has acted for both lenders and borrowers in local and international finance deals. He has notable experience in issuance of securities in the local and foreign markets.

His main area of practice is centered in all legal aspects of corporate finance, with emphasis on banking finance and capital markets transactions. He also advises on the drafting and negotiation of derivatives agreements including ISDA Master Agreements and the local Asobancaria master agreement.

Before joining the firm, Sebastian was Director of Public Enforcement at the Superintendence of Companies. He also served as Deputy Superintendent for Corporate Surveillance and Control. Previously, he worked at a major Colombian law firm.

He has a law degree from Universidad de Los Andes in Colombia and an LLM (merit) in Banking Law and Financial Regulation from the London School of Economics and Political Science.

Practice Focus

His practice focuses on all matters related to the law of corporate finance, as well as drafting of derivatives agreements. He primarily advices the financial industry as well as capital markets transactions and private equity funds.

Representative Legal Matters

  • The Bank of Nova Scotia: advisory in the acquisition finance of local port companies group Sociedad Portuaria Regional de Barranquilla by I Squared Capital from Southern Cross, for USD 117 million. 
  • Industria Ambiental S.A.S.: advisory in the first ever green bond registration in the local securities and issuers market by a simplified corporation (2021).
  • Ultracem S.A.S. and Credicorp Capital: advisory in the first ever local notes issuance and listing in the stock exchange by a simplified corporation, and the first guaranty granted by the Government through a local entity (2021).
  • Itaú CorpBanca Colombia: advisory in the conversion of the dual tranche project financing for Hydroelectric Dam, Molinos, into local currency, for USD 78 million (2021).
  • TMF Group: advisory to the local collateral agent in the Chapter 11 DIP Financing to LATAM Group airlines for up to USD 2.45 Billion (2020).
  • Valorem S.A.: advisory to the biomass renewable energy project for the financing of a power plant in the municipality of Puerto Carreño, Vichada, for an amount of approximately USD 30 million (2020).
  • Syndicate of local banks: advisory to local banks in an acquisition finance refinancing for almost USD 1 Billion, granted in local currency to Gamper Acquireco, for the acquisition of Vanti S.A (2020).
  • Credicorp Capital and Bonus Investment Bank: securitization of the cash flows derived from the lease agreement over the "Morato" estate, entered into by Ingeurbe S.A.S. and Colombia Telecomunicaciones S.A. E.S.P for an equivalent of USD 40 million. This was the first structured, non-standardized securitization with an irrevocable demand, and underwriting within bands, offered in the second market over cash flows derived from a third party payer. The adjudication system was discretional and, for the first time in the market, with the use of simultaneous information and offering prospectuses (2020).
  • Vanti S.A.: advisory in the registration in the securities market of local currency denominated ordinary notes (2020).
  • Itaú CorpBanca Colombia: advisor to the lenders in the discounted note transaction derived from the sale of the stake of Construcciones El Condor in the infrastructure project of Tunel de Occidente for an amount of COP$ 30.000 million (2020).
  • Jeronimo Martins – Tiendas Ara: advisor to borrower in a new US Dollar facility provided by International Finance Corporation for USD 95 million (2020).
  • Bausch Health Companies Inc.: advisor to the debtors and guarantors in Colombian law matters related with the issuance of notes worth up to USD 5 billion guaranteed by security interests and personal guarantees.
  • Shell International Trading Limited: investment in a Colombian large-scale forestry project for the issuance of verified carbon emissions reduction certificates, for an amount of USD 100 million (2019).
  • Itaú CorpBanca Colombia and Itaú NY Branch: dual-currency refinancing for a project to construct and operate two hydroelectric power plants in Colombia, for USD 78 million (2019).
  • Jeronimo Martins – Tiendas Ara: advisor to borrower in a US Dollar facility provided by International Finance Corporation for USD 93 million (2019).
  • Scotiabank Colpatria S.A. and Scotiabank Perú: acquisition finance for three companies in Colombia, Chile and Peru in a buyout from the Carlyle Group (2019).
  • Landesbank Baden-Württemberg: export credit financing of industrial equipment for an Andean conglomerate (2019). 
  • Yellowstone Capital Partners: joint venture with Amarilo for the development of real estate projects through several private equity funds (2018).
  • TMF Group: advisory to the local collateral agent in a 144A Reg S. issuance for USD 800 million (2018).

Admissions

  • Colombia (2011)

Education

  • The London School of Economics and Political Science (LLM Banking Law and Financial Regulation) (2015)
  • Universidad de los Andes (Law Degree) (2011)

Languages

  • English
  • Portuguese
  • Spanish

Publications

  • Author, “La naturaleza jurídica de la cuenta bancaria”, Revista de Derecho Privado, Universidad Externado, December 2018

  • Author, “Modernizing Colombian Corporate Law: The Judicial Transplant of the Business Judgment Rule”, Indonesian Journal of International and Comparative Law, April 2018

  • Author, “Documentación de Derivados financieros en el mercado no estandarizado”, Editorial Académica Española, June 2015

  • Author, “Documentación de derivados financieros transfronterizos en el mercado no estandarizado: nivelando el campo de juego”, Revista de Derecho Privado Universidad de los Andes. n.° 50., December 2013

  • Author, “El concepto de Expropiación según el arbitraje internacional de inversiones”, Escritos sobre arbitraje. Bogotá: Cámara de Comercio de Bogotá, November 2010