Bruchou, Fernández Madero & Lombardi advised Goldwind, a multinational wind turbine manufacturer headquartered in Beijing, with operations in Argentina (“Goldwind”), with a team led by Partners José Bazán and Analía Battaglia, and Banco Santander, S.A. Hong Kong Branch (“Santander”), China Citic Bank International Limited (“CITIC”) and Bank of China Limited, Panama Branch (“Bank of China Panama”, and together with Santander and CITIC, the “Original Lenders”), as original lenders, Santander and CITIC as mandated lead arrangers, underwriters and bookrunners and global green loan coordinators, Bank of China Panama, as mandated lead arranger and bookrunner and green loan coordinator, and certain other lenders (altogether with the Original Lenders, the “Lenders”), with a team led by Partner Alejandro Perelsztein, in certain loan agreements granted to Goldwind in an aggregate amount equal to US$270 million (the “Loans”) to refinance the funding opportunely granted for the development and constructions of the wind farms of Parque Eólico Loma Blanca I S.A., Parque Eólico Loma Blanca II S.A., Parque Eólico Loma Blanca III S.A., Parque Eólico Loma Blanca VI S.A. and Parques Eólicos Miramar S.A. (the “Borrowers”). Citicorp International acted as Agent and Security Agent, and La Sucursal de Citibank, N.A. establecida en la República Argentina acted as Onshore Security Agent and Onshore Security Trustee.
The deal involved a set of facilities between the Lenders and each of the above-mentioned Borrowers. The Loans were secured by a collateral package (which included, among others, a pledge on the shares of each of the Borrowers, fiduciary assignments of rights of payments and receivables under certain project documents -including but not limited to, certain power purchase agreements entered by Borrowers and CAMMESA- of each of the Borrowers to special securities’ trusts, a corporate guarantee and others). The transaction stands out as a secured cross-border financing for Argentine companies; for the complexities of the deal, including compliance with the requirements set forth for mandatory refinancing plans enacted by means of Communication “A” 7106 (as amended) of the Argentine Central Bank, as well as the variety of jurisdictions and governing laws in the relevant documents and operative difficulties given the time frames and zones of the different parties and counsels.
Legal advisors to Goldwind:
In Hong Kong: Mayer Brown – Partners Hallam Chow and Boya Shen and associate Marcia Song.
In Shanghai: Fangda Partners – Partner Rock Wang and associates Jason Zhao and Ines Zang.
Legal advisors to the Lenders:
In Hong Kong: Baker & McKenzie – Partner Sally Hung and associates Leslie Tsoi and Karine Chan.
In Shanghai: King & Wood Mallesons – Partner Stanley Zhou and associates Wanqing Sun and Minshu Huang.
Legal advisors to the Agent and Security Agent and to the Onshore Security Agent and Onshore Security Trustee:
In Argentina: Tanoira Cassagne Abogados – Partner Alexia Rosenthal and associate Ignacio Criado Díaz.