Clifford Chance

Clifford Chance advises Elektra Noreste, S.A. on Private Placement of Senior Notes listed in Panamá

New York: Leading international law firm Clifford Chance has advised Elektra Noreste, S.A. (ENSA), in connection with a Section 4(a)(2) private placement of US$100 million of fixed-rate senior unsecured notes (the Notes), the proceeds of which were used by ENSA to pay certain outstanding short-term indebtedness. ENSA, a subsidiary of Empresas Públicas de Medellín E.S.P. (EPM), a leading multi-utility services company in Colombia with operations in Chile, El Salvador, Guatemala, Mexico and Panamá,

ENSA is one of the largest electricity distribution companies in Panamá by the volume of electricity, number of customers and areas served.

This transaction represents the first-ever Section 4(a)(2) private placement of notes to be listed on the Bolsa Latinoamericana De Valores, S.A. in Panamá.

"We are pleased to have represented ENSA in this novel transaction. Our team regularly advises clients across the region on unique financing structures that are tailored to the needs of each jurisdiction, and we were able to draw on that wealth of experience to lead our client and see this deal to fruition," commented lead partner Hugo Triaca.

Lead associate Luis Maria Clouet said: "This was a challenging transaction, but a very pleasing one for our team to work on. The transaction comprises elements of a traditional US private placement with certain changes made to meet Panamanian securities law requirements. We expect to continue seeing similar private placement notes issuances in Panama and elsewhere in the region."

The Firm's team also included Washington, DC-based associate Luis Fortuño.

Over the past year, we have advised clients on similar successful and novel financing structures in Panamá, including Banco General's recent US$400 million offering; the AES Panama subsidiaries refinancing of US$1.485 billion in existing debt and capital expenditures; and Banco Nacional de Panamá US$1 billion Rule 144A/Regulation S bond issuance and US$510 million credit facilities.