Clifford Chance advises on Banco Nacional de Panamá's US$1 billion Rule 144A/Regulation S bond issuance and US$510 million credit facilities

September 4, 2020

Jonathan Zonis (He/Him) , Hugo Triaca , Deborah Zandstra , Hilary Evenett , Cliff Cone , Avrohom Gelber , Daniel Winick , Andrew Young , Michiel Sunderman , Tineke Kothe , Marc Mehlen , Geoffrey Scardoni , Azam Taiyeb , James Kelton , Anna Buscaglia , Mariana Estévez , Andrés Berry (He/Him) , Nolan Groenland , Robin Houtveen , Josselin Badoc , Simon Paran , Maxime Budzin
New York , London , Amsterdam , Luxembourg

Clifford Chance advises on Banco Nacional de Panamá's US$1 billion Rule 144A/Regulation S bond issuance and US$510 million credit facilities

New York: Leading international law firm Clifford Chance advised on simultaneous transactions for Banco Nacional de Panamá (Banconal).

On the first, a New York-based team led by Capital Markets partners Jon Zonis and Hugo Triaca advised the initial purchasers Goldman Sachs and Credit Suisse on Banconal's record-breaking 10-year, US$1 billion Rule 144A/Regulation S bond issuance. The transaction is the largest ever by a Panamanian financial institution and marked Banconal's debut issuance in the international capital markets. The notes feature a 2.5% interest rate, the lowest-ever to be obtained by a Panamanian bank. Banconal will use the bond proceeds to diversify its overall resources and to improve its ability to obtain future long-term funds in the wake of the COVID-19 pandemic. The wider team included associates Lane Feler and Fernando Castillo Villalpando. Partner Avrohom Gelber and associate Elizabeth Adams advised on tax related issues.

A separate Clifford Chance team co-led by London-based Capital Markets partner Deborah Zandstra and Zonis advised Goldman Sachs and Société Générale in connection with two credit facilities provided to Banconal for an aggregate amount of US$510 million to fund Banconal's Covid-19 response program. The credit facilities were partially guaranteed by the Multilateral Investment Guarantee Agency. This team also advised Goldman Sachs in connection with the repackaging of the guaranteed portion of one of those facilities into US$342,00,000 Fixed Rate Amortizing Notes due 2027. Banconal deposited the proceeds of these loans into a trust, from which it will make loans to other Panamanian financial institutions for liquidity purposes and to support their responses to the COVID-19 pandemic by on lending funds to SMEs in strategic sectors of the Panamanian economy.

The wider team included:

London: partner Hilary Evenett (Corporate); associates Azam Taiyeb (Capital Markets), Phoebe Bower (Capital Markets), James Kelton (Capital Markets), Ann Wei (Capital Markets); and Patrick Killing (Corporate); trainees Amy Hillier, Anna Buscaglia, and Rani Chowdhary;
New York: partners Cliff Cone (Regulatory), Avrohom Gelber (Tax), and Daniel Winick (Banking & Finance); counsel Andrew Young (Banking & Finance); associates Mariana Estévez (Capital Markets), Lane Feler (Capital Markets), Andres Berry (Project Finance) Matt Press (Capital Markets), Jason Sacks (Tax), and Jaime Turcios (Transactional Pool);
Amsterdam: partner Michiel Sunderman (Tax); senior counsel Tineke Kothe (Capital Markets); associates Nolan Groenland (Tax), Robin Houtveen (Tax), and Tom Smeele (Banking & Finance);
Luxembourg: partners Marc Mehlen (Banking & Finance) and Geoffrey Scardoni (Tax); associates Josselin Badoc (Tax), Simon Paran (Tax), Maxime Budzin (Tax), and Eimear O'Dwyer (Banking & Finance).

Banconal is one of two government-owned banks in Panama. It is systemically important as it upholds some responsibilities of a central bank, which Panama does not have.