Banco Davivienda (Costa Rica) S.A.’s securitiziation of a portfolio of USD denominated Diversified Payment Rights

Consortium, Mayer Brown, Hogan Lovells, Hogan Lovells and Walkers have advised on the transaction

The transaction contemplates the sale by the Bank of all its rights, title and interest (but none of its obligations) of the DPR to a special purpose vehicle named DPR-CR LIMITED (“SPC”), organized and regulated under the laws of the Cayman Islands, which was executed through an agreement denominated “Bill of Sale” regulated under Costa Rican law. In turn, the SPC issued obligations under an issuance agreement regulated under the laws of the State of New York of the United States of America, which establishes that the funds for the repayment to the investors come from the DPR. In addition, the Bank entered into a service agreement whereby it will continue to process the DPR for the benefit of the SPC, investors and any other creditor or beneficiary in accordance with the transaction documents.

Under this program, the SPC may carry out new debt issuances in the future make originated in the DPRS that may be provided by the Bank.

BNP Paribas Securities Corp. acted as Placement Agent on the deal.

Consortium has advised Banco Davivienda (Costa Rica) S.A. with Randall Barquero León (Picture), Mario Quesada Bianchini and David Arturo Campos Brenes, Monica Arias Madrigal and Maria Cristina Gonzalez Demmer.

Mayer Brown acted as United States counsel to Banco Davivienda (Costa Rica) S.A. with Gabriela Sakamoto, Juan Pablo Moreno and Javier L. Balboutin Harseim.

Hogan Lovells US LLP acted as United States counsel to BNP Paribas Securities Corp. with Emil Arca, Oscar Stephens, Russell Slanover and Rebecca Francus.

BLP Legal acted as Costa Rican counsel to BNP Paribas Securities Corp. with Andrés López and Luis Hernández.

Walkers acted as Cayman Island Counsel with Arleth Ebanks and Philip Paschalides.

Involved fees earner: Randall Barquero León – Consortium – Legal; Mario Quesada Bianchini – Consortium – Legal; David Arturo Campos Brenes – Consortium – Legal; Monica Arias Madrigal – Consortium – Legal; Andrés López – BLP; Luis Hernandez – BLP; Arleth Ebanks – Walkers Global; Philip Paschalides – Walkers Global; Gabriela Sakamoto – Mayer & Brown; Juan Pablo Moreno – Mayer & Brown; Emil Arca – Hogan Lovells; Oscar Stephens – Hogan Lovells; Russell Slanover – Hogan Lovells; Rebecca Francus – Hogan Lovells;

Law Firms: Consortium – Legal; BLP; Walkers Global; Mayer & Brown; Hogan Lovells;

Clients: BNP Paribas Securities; Banco Davivienda S.A.;

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Author: Ambrogio Visconti.