Finance Monthly Deal Maker Awards 2019 Edition

www.finance-monthly.com 61 FINANCE MONTHLY DEAL MAKER AWARDS 2019 TRANSACTION REPORTS ADVISER INTERVIEW Edgar Muñoz at Muñoz Aya Legal Please tell me about your involvement in the deal? The role of Muñoz Aya Legal in this deal was to study, review and negotiate all financing and security documents where Cititrust, acting as Agent (the Liquidity Facility Administrative Agent, the COP Administrative Agent and the Onshore Security Agent) was involved. Why is this a good deal for all involved? This deal is one of the most important public-private partnership agreements (PPP) regarding toll roads construction and maintenance projects overall history in Colombia. This deal involved several and different parties, such as Sponsors local and international lenders, both public and private, Colombian Government institutions and a multilateral development bank (the Inter-American Development Bank). Top law firms from Colombia, Spain, the United States and the United Kingdom were also involved. This deal will benefit local communities and industries in the remote north-eastern part of Colombia, domestic and foreign trade, and the investors funding the project. The most expert professionals with different backgrounds teemed-up with Muñoz Aya Legal aiming to reduce legal risk and to ensure the project’s success. What challenges arose? How did you navigate them? Although all challenges risking our Client’s best interests were surpassed, as a legal adviser of the Agents we had these relevant challenges: 1. Alignment of interests: We ensured that the interests of the different participants were actually aligned in the financing documentation, especially pursuant to the Agent duties. Particularly, it was important for Muñoz Aya Legal to clarify obligations that the Agent would be assuming towards the parties involved. 2. Disputes: Despite most disputes were to be resolved under Colombian jurisdiction, some were not, and this would have brought unnecessary tensions between laws and practices from one country to another, obstructing effective and efficient dispute settlements. Under some necessary documents, claims against the Agent shall be submitted in Colombia instead of foreign courts or foreign arbitration.  3. Complexity: The deal involved different kinds of credit facilities (subordinated loan, liquidity credit facility, and financing loan), currencies (COP and USD), priority of payments, and charges (COP and UVR). It was important for everybody to fully understand cash flows, payment structures, calculation methods and waterfalls of the project and the loan agreements. Transaction Report Ruta del Cacao receives USD 590 million The Ruta del Cacao concessionaire obtained USD 590 million via local and international loans from public, private entities, as well as Inter-American Development Bank. Ruta del Cacao is set to manage and build the BBY highway in Colombia, and will improve the connections of the Oriente with the most important oil production centres in the country, directly benefiting the municipalities of Bucaramanga, Barrancabermeja and Yondó. On the financial side, supporting the investment vehicles were Philippi Prietocarrizosa Ferrero DU and Uría, in Colombia, and Skadden, Arps, Slate, Meagher & Flom LLP, in New York, in coordination with internal the lawyers at Ruta del Cacao and Cintra. Brigard Urrutia in Colombia supported the lenders, alongside Pérez-Llorca in Spain; Bancolombia and BBVA Colombia were represented by DLA Piper LLP (New York and Washington DC) and DLA Piper Martínez Beltrán (Bogotá). This announcement appears as a matter of record only Ruta del Cacao Receives USD 590 million Legal advisers to Cititrust Columbia SA: Legal advisers to Ruta del Cacao: