Argentina’s Clisa offers to swap 2023 notes for step-up notes due 2027

Chicago, July 15 – Argentina’s Compania Latinoamericana de Infraestructura & Servicios SA (Clisa) has started an offer to exchange its $302,261,086 9˝% senior secured notes due 2023 and its $29.96 million 9˝% senior unsecured notes due 2023, according to a notice.

The notes are guaranteed by Cliba Ingenieria Urbana SA and Benito Roggio e Hijos SA.

The company is offering to exchange the old notes for new step-up senior secured notes due 2027.

The company is also conducting a consent solicitation to amend the indentures governing the old notes.

Investors who participate in the exchange will receive $1,010 of new notes for $1,000 of old notes and an early participation consideration, if applicable, of $13.50 in cash that corresponds to a partial payment of unpaid interest on the old notes.

Holders who validly tender their old notes and grant their consents before 9 a.m. ET on July 28 will receive the early participation consideration on Aug. 17.

Tendered notes can be withdrawn and consents revoked before 9 a.m. ET on Aug. 12, the expiration time.

Holders who exchange their notes and grant consents will waive their right to be paid the remaining balance of accrued and unpaid interest on the notes.

Clisa is soliciting consents so that if less than 98% of the principal amount of old notes is not exchanged in the offer, D.F. King may enter into, on Clisa’s behalf, acuerdo preventive extrajudicial (APE) for the restructuring of the old notes and the extinction and novation of the old share pledge and the existing guarantees by means of an out-of-court reorganization agreement.

Tendering noteholders will be deemed to have given consent. Noteholders may also consent without tendering notes.

The offer is conditioned on at least two-thirds of the notes being exchanged and the special majority of three-quarters of the total principal amount of secured notes required to release the guarantees of the old secured notes being reached with respect to the old secured notes.

Noteholders representing 75% of the old notes need to consent if collateral securing the old notes will be released, separately, but that is not a minimum condition.

The issuer has entered into a restructuring support agreement with holders of roughly 72.9% of the outstanding principal amount of old notes.

Clisa said it wants to especially express its gratitude toward the ad hoc group of bondholders with whom discussions over these terms and conditions spanned months, always in a constructive and collaborative spirit.

BCP Securities, LLC is the dealer manager and solicitation agent for the exchange offer, the consent solicitation and APE solicitation outside Argentina (203 629-2186). Banco CMF SA is the Argentine dealer manager and solicitation agent (+54 11 4318 6800).

D.F. King is the information, exchange and tabulation agent (212 269-5550, 866 745-0273, clisa@dfking.com).

Clisa is a Buenos Aires-based infrastructure manager and developer with construction, waste management, transportation and water supply services as its principal business segments.

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