Morgan & Morgan advised The Goldman Sachs Group Inc. in the negotiation of a Security Purchase Agreement with McDermott International, Inc.
Panama, December 7, 2018. Morgan & Morgan represented certain investment funds managed by the Merchant Banking Division of The Goldman Sachs Group Inc. (“Goldman Sachs”) in the negotiation of a Security Purchase Agreement pursuant to which Goldman Sachs acquired for US$300 Million, 12% Redeemable Preferred Stock of McDermott International, Inc., a Panamanian corporation (the “Company”), and a warrant to purchase a number of shares of the common stock of the Company.
Panama, September 25, 2018. Morgan & Morgan and sixteen attorneys of the firm were recognized in the Chambers Latin America 2019, guide of the best lawyers and law firms across 20 countries of Central America, the Caribbean, South America and Mexico.
The firm has been ranked in the first Bands within the areas of Banking & Finance, Capital Markets, Corporate/M&A, Dispute Resolution, Energy & Natural Resources, Intellectual Property, Offshore, Projects, Real Estate, Shipping and Shipping Litigation.
Likewise, the publication noted as leaders in their areas attorneys Inocencio Galindo, Francisco Arias, Ramon Varela, Roberto Vidal, Simon Tejeira, Jose Carrizo, Luis Vallarino, Ana Carolina Castillo, Allen Candanedo, Maria Eugenia Brenes, Roberto Lewis, Luis Manzanares, Enrique De Alba, Jazmina Rovi, Juan David Morgan Jr. and Francisco Linares.
One of the clients interviewed stated that “Judging by the results that the firm achieves, I can say that their advice is effective and arrives in a timely manner. I would highlight their availability and technical competence”.
About Morgan & Morgan
With over 80 lawyers and 20 practice areas, Morgan & Morgan is a full service Panamanian law firm, regularly assisting local and foreign corporations from different industries, as well as recognized financial institutions, government agencies and individual clients. Of particular note is our continuous advice for clients involved in all stages of the development of important projects related to energy, water supply, construction, oil, mining, public infrastructure, retail, ports, transportation, among others. Learn more at www.morimor.com.
Morgan & Morgan advised Cirsa Gaming Corporation, S.A. in connection with the offering of senior secured notes and floating rate senior secured notes
Morgan & Morgan acted as counsel to Cirsa Gaming Corporation, S.A. (Cirsa) in connection with the offering of €663,000,000 6.250% senior secured notes due 2023, €425,000,000 floating rate senior secured notes due 2023, U.S. $550,000,000 7.875% senior secured notes due 2023, issued by LHMC Finco S.a.r.l. (Issuer), and to be guaranteed by the Issuer and, among others, Gaming & Services de Panama, S.A.
Cirsa is one of the leading gaming companies in Spain, Italy and Latin America and is engaged in the operation of slot machines, casinos and bingo halls and the manufacture of slot machines.
Partners Francisco Arias, senior associate Roberto Vidal and associate Cristina De Roux, participated in this transaction.
Morgan & Morgan acted as special Panamanian counsel to Alta Cordillera, S.A., in connection with a credit facility agreement granted by PDS Gaming-International, LLC, M&G Illiquid Credit Opportunities Fund Limited and M&G Illiquid Credit Opportunities Fund II Limited, as lenders, to Alta Cordillera and Codere Newco, S.A.U., as borrowers. PDS Gaming LLC acted as arranger, servicer and agent for the lenders and PDS Gaming-International, LLC acted as collateral agent.
Morgan & Morgan advised Hidrotenencias, S.A., with respect to the sale of its hydroelectric generation business to EnfraGen Spain, S.A.
Morgan & Morgan acted as Panamanian counsel to the shareholders of Hidrotenencias, S.A., a company that owns and operates three run-of-the-river hydropower plants located in the province of Chiriqui, in connection with the sale of their stake in the company to EnfranGen Spain, S.A.
This cross-border transaction, which involved attorneys from Panama and the United States of America, consisted in the sale of the 100% of the shares of Hidrotenencias, S.A., which in turns owns 100% of the shares of Las Perlas Sur, S.A., Las Perlas Norte, S.A. and Istmus Hydro Power Corp., corporations with hydroelectric generation concessions in the Republic of Panama.
Partner Francisco Arias G., senior associate Roberto Vidal and associate Cristina De Roux, participated in this transaction.
Morgan & Morgan advised Banistmo, S.A. in the structuring and registration of revolving corporate bonds for an amount of up to US$300 million
Morgan & Morgan advised Banistmo, S.A. in the structuring and registration with the Superintendency of Capital Markets of Panama of US$300,000,000 revolving corporate bonds. The bonds will be issued in different series with maturities ranging from 2 to 15 years and interest rates may be fixed or floating.
Banistmo, S.A. is a wholly owned subsidiary of Bancolombia, S.A. and is one of Panama’s largest banks with more than US$9MM in assets and deposits that exceed US$6MM. The funds received from the issuance of the bonds will constitute a new source of financing for Banistmo and will be used to grant new loans and expand its growing pool of receivables.
In the transaction, Morgan & Morgan’s attorneys worked with the executives of Banistmo’s department of investment banking in Panama and with the members of Bancolombia’s investment banking company in Colombia, knowingly, Banca de Inversion Bancolombia, S.A. The bonds received a local credit rating of ‘AAA(pan)’ from Fitch Ratings.
Partners Francisco Arias and Ricardo Arias, and senior associate Roberto Vidal, participated in this transaction.
Morgan & Morgan advised Banco General, S.A. and Banistmo, S.A. in the structuring of an issuance of corporate bonds for an amount of up to US$320,000,000 carried out by Alternegy, S.A.
Morgan & Morgan advised Banco General, S.A. and Banistmo, S.A. in the structuring of an issuance of corporate bonds for an amount of up to US$320,000,000 carried out by Alternegy, S.A. The bonds were issued by Alternegy, and Banco General and Banistmo acted as joint arrangers and underwriters of the bonds. The bonds were registered with the Superintendency of Capital Markets of Panama and listed on the Panama Stock Exchange.
The bonds have a maturity of 10 years, interest will be paid quarterly at a floating rate (minimum 5.5%) and payments of principal will be made every six months with a balloon payment at the maturity date. Alternegy is a subsidiary of Celsia, a Colombian group of companies engaged in power generation, and it operates two hydroelectric power plants in Panama. Repayment of the bonds are secured by collateral trusts constituted under Panama and Costa Rica law. The funds received from the issuance of the bonds will constitute a new source of financing for Alternegy and will be used to repay a bridge loan granted to one of its affiliates, and which had been obtained for the purposes of financing the acquisition and operation of two hydroelectric power plants owned by Alternegy in Panama, namely Lorena and Prudencia; a hydroelectric power plant owned by Bontex in Panama, namely Gualaca; and a wind power plant owned by Planta Eólica Guanacaste, S.A. (PEG) in Costa Rica, namely Planta Eólica de Guanacaste.
Morgan & Morgan also advised Banistmo Investment Corporation, S.A., in its capacity as i) trustee of the Panamanian collateral trust. The assets of said trust include, among others, receivables generated by the power plants operated by Alternegy and Bontex in Panama, a mortgage over the real property owned by Alternegy and Bontex in Panama, a pledge over the shares of Alternegy and Bontex held by Celsia, rights to receive payment under certain guarantee bonds; and ii) beneficiary of the Costa Rican collateral trust, the trustee of which is Banco Improsa and the assets of which include, among others, the flows generated by the Costa Rican power plant operated by PEG, real property of PEG and a movable guarantee over the shares of PEG held by Celsia.
In the transaction, Morgan & Morgan’s attorneys worked with the executives of Banco General and Banistmo’s department of investment banking in Panama and with the members of Banca de Inversión Bancolombia, S.A., Bancolombia’s investment banking company in Colombia.
Partners Ramon Varela and Ricardo Arias, senior associates Kharla Aizpurua Olmos and Roberto Vidal, and associates Ana Carolina Castillo and Cristina De Roux, participated in this transaction.
Morgan & Morgan advised Grupo Eleta in the sale of a minority stake in the Pear Island Project to the Grivalia Group
Morgan & Morgan acted as Panamanian counsel to Grupo Eleta in the sale of a minority stake in the Pear Island Project to the Grivalia Group, a global real estate investment company.
Pedro Gonzalez Island (Pearl Island) is located at Archipelago Las Perlas, Pacific Ocean. The project consists of the integrated development of approximately 1,600 hectares of the island, including an airport, several hotels, a town center, several marinas, among others amenities.
This cross-border transaction involved Panama, England and Wales.
Roberto Vidal, senior associate of Morgan & Morgan, participated in this transaction.
Morgan & Morgan advised Grupo Codere with respect to the process of acquiring a casino license in Panama
Morgan & Morgan acted as Panamanian counsel to Grupo Codere, with respect to the process of acquiring a license for the administration and operation of a casino in the Aloft Hotel, located in Panama City. Grupo Codere is a Spanish multinational corporation in the private gambling sector with a presence in Panama.
Morgan & Morgan advised Hyatt International Inc. with respect to the acquisition of a minority interest in Oasis Luxury Rentals
Morgan & Morgan advised Hyatt International Inc. about serving as special international counsel for them in connection with the acquisition of a minority interest in Oasis Luxury Rentals, a privately owned company based in New York. Oasis Luxury Rentals Inc., through its online platform, manages portfolios of high-end short-term rentals and a network of private members clubs around the world. It provides an online platform that connects guests to accommodations and other services.
Partner Eduardo Ferrer and senior associate Roberto Vidal, participated in this transaction.