April 28, 2020
Clifford Chance advises on landmark US$1.2 billion sovereign bond issuance by the Republic of Guatemala
Americas: Leading international law firm Clifford Chance has represented BofA Securities, Inc., as Global Coordinator, Sole Bookrunner and Social Bond Structuring Agent on the Republic of Guatemala's US$1.2 billion sovereign dual-tranche bond issuance, comprised of:(i) US$700,000,000 aggregate principal amount of additional 6.125% Notes due 2050, through a reopening of the Republic of Guatemala's original 2050 Notes issued in 2019, with proceeds to be used for general budgetary purposes (the "general purposes tranche"); and(ii) US$500,000,000 aggregate principal amount of 5.375% Notes due 2032, with proceeds to be used to finance or refinance, in whole or in part, eligible social investments which are, directly or indirectly, related to the Republic of Guatemala’s COVID-19 prevention, containment and mitigation efforts (the "social bond tranche").
The landmark issuance, which priced on Tuesday, April 21th and closed on Friday, April 24th, (i) is the first social bond in Central America and the Caribbean, (ii) makes the Republic of Guatemala the first Latin American country to include COVID-19 response efforts among other eligible social projects in the use of the proceeds of a sovereign social bond issuance, (iii) is the first social bond in Latin America without guarantee from Multilateral organizations, and (iv) included significant participation from accounts with dedicated Environmental, Social and Governance (ESG) criteria and social bonds portfolios.
The Republic of Guatemala took into consideration and believes the issuance of the social bond tranche to be aligned with the Social Bond Principles. These principles are voluntary process guidelines for the issuance of social bonds developed by a committee of issuers, investors and other participants in the social bond market, with the International Capital Market Association acting as Secretariat. Furthermore, the Republic of Guatemala believes that the proceeds from the social bond tranche will help address the United Nations Sustainable Development Goals for Zero Hunger, Good Health & Well-Being, and Quality Education.
The Firm's New York-based team was led by partner Hugo Triaca and supported by associates Mariana Estévez and Jaime Turcios Zacarias. Working with the core team were Tax partner Avrohom Gelber (New York) and Finance partner Deborah Zandstra (London).Guatemala-born secondee Pascual Mendez (Washington D.C.) also provided assistance on the transaction.
Commenting on the matter Triaca said, "With governments across the globe working to support relief efforts relating to COVID-19 in challenging circumstances, we are extremely pleased to have participated on such an important transaction for the Republic of Guatemala, an issuance that is groundbreaking in so many ways."
The Firm also recently advised on Ecuador's landmark social bond used to boost Casa para Todos, Ecuador's social housing project.