Clifford Chance

Clifford Chance advises on landmark securitization for Panama infrastructure project

Clifford Chance advised UBS Securities LLC ("UBS") in connection with the issuance by SPARC EM SPC, for the account of Panama Metro Line 2 S.P. (the "Issuer") of US$618,708,000 Series 2017-1 Panama Metro Line 2 Notes due 2022 (the "Notes"). This issuance represents the first-ever 144A/Reg S securitization of government certificates to finance an infrastructure project in Panama.

The Notes will finance the construction of Line 2 of the Panama City Metro ("Line 2") as part of Panama's five-year investment plan for the years 2015 through 2019. The transaction consisted of a commitment to purchase by the Issuer of no-objection certificates ("CDNOs") delivered by the Metro de Panamá S.A. (the "MPSA"), which operates the Panama City Metro System, as payment for each construction milestone completed by the consortium on the Line 2 project. Once purchased by the Issuer, the CDNOs become unconditional and irrevocable payment obligations of the MPSA. The Notes benefit from an explicit guarantee (the "ROP Guarantee") provided by Panama's Ministry of Economy and Finance (the "MEF"), backed by the full faith and credit of Panama.

Banking & Finance partner Gianluca Bacchiocchi led a cross-border team representing the Firm's offices in New York, São Paulo and Singapore, including partners Per Chilstrom and Gareth Old; associates Jeffrey Susskind, Mariana Estévez, Shane Meckler, Lane Feler and Claire Neo; and foreign law clerk Paula Ferreira.

Clifford Chance has been recognized for decades as a preeminent law firm in Latin America. The Firm has led the way in developing successful, novel financing structures for a diverse client base, and is constantly innovating its service offering, such as with a dedicated Latin America Capital Markets group specialized in sovereign, corporate and project bonds with both issuers and underwriters.