Sullivan & Cromwell represents issuers and underwriters worldwide in significant SEC-registered and unregistered offerings in almost every country in Latin America.
 
Indeed, S&C has acted in more offerings by Latin American issuers than any other law firm during the past 10 years.

Financial and strategic objectives of issuers interact with local and foreign laws and practices to raise complex issues in capital markets transactions. S&C is well-known for sophisticated advice and innovative structures in capital markets transactions—for instance, the Firm’s critical role in the rollout of collective-action clauses for sovereign debt financings in Latin America and, recently, the first international offering by a Colombian issuer that took place concurrently with a public offering of the same securities in Colombia.

SELECTED REPRESENTATIONS

Selected recent Latin America capital markets matters include advising on:
 
  • Morgan Stanley’s and other initial purchasers’ $530.8 million senior secured notes offering and Credit Agricole’s and other lenders’ $500 million senior secured credit facility, each in connection with KKR’s acquisition and leaseback of certain PEMEX oil and gas infrastructure assets. Recognized as LatinFinance’s 2016 Private Equity Deal of the Year.
     
  • Fiduciaria Bancolombia S.A.’s, as trustee of Fideicomiso P.A. Pacífico Tres, $380 million project bond issuance to finance the construction and improvement of toll roads in the Valle del Cauca region in Colombia. The project financing also included Colombian peso-denominated credit facilities of approximately $270 million, as well as a subordinated liquidity facility from the Colombian Government’s Financiera de Desarrollo Nacional. The trust was created after the Colombian government awarded Colombian corporation Concesión Pacífico Tres S.A.S. a concession as part of the country’s “Fourth Generation” (4G) Project, an infrastructure program aimed at modernizing road infrastructure in the country. Recognized as LatinFinance’s 2016 Best Road Financing and 2016 Best Infrastructure Financing – Andes, as well as Project Finance International’s 2016 Latin America P3 Deal of the Year.
     
  • Fiduciaria Bancolombia S.A. Sociedad Fiduciaria’s, as trustee of Fideicomiso P.A. Costera, $262 million project bond issuance to finance the construction and improvement of a toll road that will connect the northern cities of Cartagena and Barranquilla in Colombia. The project financing also included Colombian peso credit facilities of approximately $308 million dollars.
     
  • Ecopetrol S.A.’s (Colombia) $1.5 billion SEC-registered note offering.
     
  • LATAM Airlines Group S.A.’s (Chile) $941.4 million follow-on offering of common shares.
     
  • Republic of Paraguay’s multiple bond offerings pursuant to Rule 144A, including its $500 million debut bond offering. 
     
  • Banco Agrícola S.A.’s (El Salvador) $300 million note offering pursuant to Rule 144A/Regulation S.
     
  • Transportadora de Gas del Sur S.A.’s (Argentina) exchange offer to existing holders of its outstanding 7.875% notes due 2017 (the old notes) for 9.625% notes due 2020 (the new notes), pursuant to Section 4(a)(2) and Regulation S.
     
  • Cementos Argos’s (Colombia) $628 million offering of American Depositary Shares pursuant to Rule 144A/Regulation S.
     
  • Ternium’s (Argentina) $778.6 million secondary SEC-registered offering of ADS.
     
  • Empresas CMPC’s (Chile) $500 million offering of guaranteed notes pursuant to Rule 144A/Regulation S.
     
  • Bancolombia’s $1.2 billion SEC-registered subordinated global notes offering. S&C also served as counsel in its $520 million principal amount of senior notes pursuant to Rule 144A/Regulation S and $932 million capital raise consisting of a $300 million SEC-registered ADS preferred shares offering and a $632 million rights offering.  
     
  • CEMEX’s (Mexico) five private exchange offers, in which it issued €179,219,000 of 9.875% notes due 2019 and $703,861,000 of 9.875% notes due 2019, collectively, the new senior secured notes, in exchange for €469,619,000 of outstanding 4.75% notes, or eurobonds, €76,874,000 of CEMEX's perpetual debentures and $350,456,000 of CEMEX's dollar-denominated perpetual debentures in three separate series. S&C represented the dealer managers of the exchange offers.
     
  • Colbún’s (Chile) debut $500 million offering of eurobonds pursuant to Rule 144A/Regulation S.