Clisa to exchange $270.04 million 9˝% notes due 2023 for new notes

By Rebecca Melvin

New York, Jan. 14 – Argentina’s Compania Latinoamericana de Infraestructura & Servicios SA (Clisa) announced the results of its exchange offer for any and all of its outstanding $300 million 9˝% senior notes (ISIN: USP3063XAF52) due 2023.

The offer expired at 9 a.m. ET on Jan. 14.

A total of $270.04 million of the existing notes, guaranteed by Cliba Ingenieria Urbana SA and Benito Roggio e Hijos SA, are being exchanged for new notes, according to an announcement. That amount represents about 90.01% of the existing notes.

The exchange date is expected to be Jan. 17.

For each $1,000 principal amount of old notes tendered by the expiration date, holders will receive $1,000 principal amount of new notes.

As previously reported, holders had tendered $253,495,000 principal amount, or 84.5%, of the notes as of the early participation date, 9 a.m. ET on Dec. 27.

Holders who participated by the early deadline were eligible to receive an early participation payment of $5 in cash and a consent fee of $5 in cash in addition to the exchange notes.

Accrued interest up to but excluding the exchange date will also be paid in cash.

The new notes will be substantially similar to the old notes (i.e., same issuer and guarantors, same currency, coupon and maturity and same governing law – New York), with two main differences: Clisa’s option to make the July 2020 and January 2021 interest payments on the new notes in kind, in whole or in part, at a rate of 11˝%, and the fact that the new notes will be secured by a pledge of 100% of the shares of Tecsan, one of Clisa’s main subsidiaries.

The exchange offer and consent solicitation began Dec. 13.

As previously reported, Clisa was soliciting consents to some proposed amendments to the indenture governing the old notes.

The proposed amendments required consents from holders of more than 50% of the outstanding principal amount. If approved, the amendments will eliminate substantially all of the restrictive covenants and some events of default and related provisions under the old indenture.

Holders who exchanged old notes for new notes under the exchange offer also had to deliver consents to the proposed amendments. Likewise, holders could not deliver consents without exchanging their notes.

BCP Securities, LLC (203 629-2181) is the dealer manager and solicitation agent for the offer. Banco CMF SA (+54 11 4318 6800) is the Argentine dealer manager and solicitation agent.

D.F. King (clisa@dfkingltd.com, +44 20 7920 9700, 212 269-5550, 800 901-0068 or https://sites.dfkingltd.com/clisa) is the information, exchange and tabulation agent.

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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