Electricidad Firme de México’s $350 Million Senior Secured Notes Offering

Shearman & Sterling advised J.P. Morgan Securities, Mizuho Securities USA and Scotia Capital (USA), as initial purchasers in the offering. Latham & Watkins advised Global Infrastructure Partners (GIP) and Saavi Energía.

Electricidad Firme de México Holdings, holding company of Saavi Energia, the fourth largest private power company by generation in Mexico, executed its offering of $350 million 4.900 percent senior secured notes due 2026. The notes were issued on September 20, 2021 and are guaranteed on a senior secured basis by Electricidad Cometa de Mexico, a company that through direct and indirect subsidiaries develops, owns and operates Saavi Energia.

Part of the net proceeds of the offering of the notes were used to (i) repay a $275.5 million bridge facility provided to the Issuer by JPMorgan Chase Bank, Mizuho Bank, and The Bank of Nova Scotia as joint lead arrangers that was used by the issuer to repay a loan granted to it by GIP Spectrum Saavi Luxco, and (ii) partially pay for transaction costs associated with the notes offering. The remaining proceeds are expected to be used for general corporate purposes, including to make distributions to GIM EM Bronco Luxco, the sponsor of the issuer. Shearman & Sterling also advised the joint lead arrangers in connection with the bridge facility, which closed on August 19, 2021.

As a result of a recent acquisition, the issuer became an indirect wholly owned subsidiary of certain investment funds advised and managed by Global Infrastructure Partners, one of the world’s largest independent infrastructure managers that invests worldwide in infrastructure assets in both OECD and select emerging market countries.

The Shearman & Sterling team included Grissel Mercado (Picture), Gregory Tan, Larry Crouch, Alexandro M. Padrés, Lorenz Haselberger, Robert O’Leary, Robert Powel, Rita Ghanem, Daniel Kachmar, Christine Fiedler, Elias Zaga Belzer, Sebastian de la Puente, and Pedro Lladó.

Latham represented GIP and Saavi Energía in the offering with a deal team led by capital markets partners Gianluca Bacchiocchi and Roderick Branch, both members of the firm’s Latin America Practice, with associates Daniel Chor, Carolina Bernal, and Francisco Lascurain. Tax partner Rene de Vera advised on tax matters. Finance partner David Penna and associate Costanza García advised on matters relating to the bridge takeout. Singapore associates Kelly Teoh and Sarah Soh assisted with Singapore listing matters.

Involved fees earner: Lorenz Haselberger – Cleary Gottlieb Steen & Hamilton; Gianluca Bacchiocchi – Latham & Watkins; Carolina Bernal – Latham & Watkins; Roderick Branch – Latham & Watkins; Daniel Chor – Latham & Watkins; Enrique Rene de Vera – Latham & Watkins; Francisco Lascurain – Latham & Watkins; David Penna – Latham & Watkins; Sarah Soh – Latham & Watkins; Kelly Teoh – Latham & Watkins; Larry Crouch – Shearman & Sterling; Christine Fiedler – Shearman & Sterling; Rita Ghanem – Shearman & Sterling; Daniel Kachmar – Shearman & Sterling; Grissel Mercado – Shearman & Sterling; Robert O’Leary – Shearman & Sterling; Alexandro Padrés – Shearman & Sterling; Robert Powel – Shearman & Sterling; Gregory Tan – Shearman & Sterling;

Law Firms: Cleary Gottlieb Steen & Hamilton; Latham & Watkins; Shearman & Sterling;

Clients: Global Infrastructure Partners; J.P. Morgan Securities LLC; Mizuho Securities; Saavi Energia S. de R.L. de C.V.; Scotia Capital Inc.;