Chadbourne Represents Transportadora de Gas International S.A. E.S.P. in Landmark Bond Offering and Liability Management Transaction

Thursday, March 22, 2012
Chadbourne & Parke LLP represented Transportadora de Gas Internacional S.A. E.S.P., Colombia’s largest natural gas transportation company, in a $750 million inaugural bond offering that closed on March 20, and a tender offer and consent solicitation with respect to TGI International’s 9.5% notes due 2017.

“The offering was more than four times oversubscribed reflecting a solid book and successful road shows in the United States and overseas,” said Chadbourne partner Carlos Albarracin. “The high consent and tender rates (almost 90%) achieved by TGI in the tender offer and consent solicitation showed strong investor support for the transaction and TGI’s growth strategy. This complex transaction could not have been completed in this timeframe without the support and commitment of TGI’s management team, the banks, their counsel and Colombia’s Ministry of Finance and Public Credit.”
The company priced $750 million of its 5.70% senior notes due 2022. The 10-year notes priced at par. The proceeds will be used to refinance TGI International’s $750 million of its 9.5% senior notes due 2017 through a repurchase of existing notes tendered in the tender offer and an optional redemption of any untendered notes.
The notes were sold in reliance on Rule 144A and Regulation S under the U.S. Securities Act of 1933. The initial purchasers and joint book runners for the offering were Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC.
The Chadbourne team was lead by partner Carlos Albarracin with the support of senior associate Nilo Barredo, junior associates Coleman Miller and Garret Lynam, and visiting attorney Augusto Caceres. Ted Markson and Kevin Prokup provided tax advice in connection with the offering.
Chadbourne has a strong track record in the Colombian energy sector. In 2011, Chadbourne represented TGI’s parent Empresa De Energia de Bogota S.A. E.S.P. in a $610 million international offering of Rule 144A notes due 2021 and leading power generation company Emgesa S.A. E.S.P. in a local currency denominated Rule 144A offering of US$400 million in notes due 2021.