Morales & Besa advised Ruta del Maipo on the biggest bond exchange in the history of the Chilean bond market

August 1, 2018

Morales & Besa successfully advised Ruta del Maipo Sociedad Concesionaria S.A., a toll-road concessionaire owned by Grupo ISA-Intervial, in the redemption and exchange of their insured bonds.

This operation constitutes the largest voluntary exchange of bonds that has been made in the history of the local bond market.

The transaction stood out as being specially innovative and complex:

  • It is the first time that a local bond issuer simultaneously performs a voluntary redemption of bonds by an offer of exchange of bonds or redemption in cash.
  • The operation implied the amendment of the guarantee structure of the financing of the concessionaire, on the occasion of the termination of the MBIA insurance policies that guaranteed the rescued local bonds and a liquidity credit line with Banco Estado.
  • It was necessary to finish, modify and constitute a series of shared guarantees, grant a new guarantee agency contract, an intercreditor agreement to regulate the relations between the different creditors (bank, local bondholders, foreign bondholders and MBIA), a new accounts contract , among other contracts.

This process required coordinated work between the Intervial Concessionaire, its Chilean and New York legal advisors, financial advisers, banks, representative of the bondholders, guarantee agent, MBIA, and the Chilean and foreign legal advisors of the latter, among others.

The team of Morales & Besa that participated in this operation was integrated by the partners Carlos Silva and Myriam Barahona, and associates Andrea Díaz, Javier Balbontín, Juan Carlos Juri, Isabel Cabeza and Pedro Pablo Valenzuela.