Clifford Chance advises IDB Invest on US$2.4 billion A/B tariff stabilization purchase facility and securitization of power-tariff receivables, and Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Itau BBA USA Securities Inc. on the related US$1.4 billion Rule 144A/Regulation S notes offering by a Luxembourg special purpose vehicle

Global law firm Clifford Chance has advised IDB Invest as purchaser of record in connection with an A/B purchase facility for up to US$2.4 billion for the sale and purchase of power tariff receivables issued by the Fondo de Estabilización de Tarifas (Tariff Stabilization Fund) administered by the Chilean Government under Chile’s third wave of tariff stabilization regulations. Through facilities provided to 26 power generation companies in Chile, IDB Invest has agreed to purchase over 99% of the power tariff receivables to be issued by the Fondo de Estabilización de Tarifas.

The firm also advised Goldman Sachs & Co. LLC, as sole global coordinator and arranger of the B purchase facility, and Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Itau BBA USA Securities Inc., as joint bookrunners, in connection with the offering by a special purpose vehicle incorporated in Luxembourg of US$1.4 billion aggregate principal amount of 5.580% Notes due 2035, and Amicorp Group in various agent roles, as part of the securitization of the above power tariff receivables.

This is the largest ever B-bond and mobilization amount by IDB Invest and one of the largest private capital market issuances with proceeds destined for Latin America to date. The transaction will help ensure the stability of the Chilean energy system by addressing the immediate liquidity and long-term financial sustainability of power companies and will benefit consumers deemed vulnerable by allowing a controlled transition to market prices for electricity services.

The Clifford Chance team advising IDB Invest included partners Fabricio Longhin and Jonathan Zonis, associates Paula Ferreira, Agata Radajczyk, David Rondon and foreign law clerk Fernando de Aguiar. The team advising the joint bookrunners included partner Hugo Triaca, associate Joyce Moore and foreign law clerk Cristian Ragucci. The team advising Amicorp included counsel Alberto Haito and associate Jorge Vázquez Navarro. Additional support from Clifford Chance’s global network was provided by:

• Tax: partner Avrohom Gelber and associate Wei Bin Tan
• ERISA: partner Paul Koppel and associate Ivona Dimov
• ’40 Act: partner Jefferey LeMaster
• True Sale Matters: partners Gareth Old and Mark Pesso
• Luxembourg: partner Marc Mehlen and senior associate Marie-Elise Gueble
• Amsterdam: senior associate Robin Houtveen

Clifford Chance has advised on many tariff stabilization transactions in Chile, including advising on the first multiple-tranche B-bond ever in 2023, the first ever tariff stabilization A/B purchase facility in Latin America and the first ever tariff stabilization securitization in Latin America in 2021.