We advised the initial purchasers and the local placement agents on Pampa Energía’s international issuance of Notes for US$500,000,000
On May 21, 2026, Pampa Energía S.A. (“Pampa” or the “Issuer”), a leading company in the energy and oil and gas sector, issued, in the local and international markets, additional 7.750% senior unsecured notes due 2037, for an aggregate principal amount of US$500,000,000 (the “Additional Notes”). The Additional Notes were issued as additional notes to the class 26 notes originally issued by Pampa on November 14, 2025 for an aggregate principal amount of US$450,000,000 (the “Original Notes”, and together with the Additional Notes, the “Class 26 Notes”) and, as a result, following their issuance, the aggregate principal amount of the Class 26 Notes amounts to US$950,000,000. The issuance of the Class 26 Notes was carried out under the US$2,100,000,000 note program for the issuance of non-convertible and/or convertible notes (obligaciones negociables).
The transaction was carried out in accordance with Rule 144A and Regulation S of the U.S. Securities Act of 1933.
The Additional Notes have been admitted for listing on the Bolsas y Mercados Argentinos S.A., and admitted for trading on the A3 Mercados S.A.
The Company will use the proceeds of the Additional Notes, in compliance with the requirements of Article 36 of the Argentine Negotiable Obligations Law and other applicable Argentine regulations, for general corporate purposes, including without limitation (i) capital expenditures, investments, and/or any acquisition or integration of working capital located in Argentina, and/or (ii) financing investments in fixed assets and capital goods in Argentina, and/or (iii) capital contributions to controlled or related companies of the Issuer, the acquisition of equity interests and/or financing the acquisition of equity interests in companies or businesses located in Argentina, and/or of the ordinary course of their businesses, and/or (iv) repaying existing liabilities.
BBVA Securities Inc., Deutsche Bank Securities Inc., Itaú BBA USA Securities, Inc. and Santander US Capital Markets LLC acted as joint bookrunners and initial purchasers in the Additional Notes offering (“Initial Purchasers”) and Banco Santander Argentina S.A., Banco de Galicia y Buenos Aires S.A., Balanz Capital Valores S.A.U. and Cocos Capital S.A. acted as local placement agents in the Additional Notes offering (the “Local Placement Agents”). The Bank of New York Mellon acted as Trustee, Paying Agent, Registrar and Transfer Agent under the Indenture dated November 14, 2025 entered into with Pampa and Banco Santander Argentina S.A., the latter acting as Argentine Registrar and Transfer Agent, Argentine Paying Agent and Representative of the Trustee in Argentina.
Counsel to Pampa Energía S.A.
Salaverri, Burgio & Wetzler Malbrán acted as local legal counsel through its team led by partner Roberto Lizondo and associates Natalia Ostropolsky, José María Martín and Fermín Doria Medina.
Cleary Gottlieb Steen & Hamilton LLP acted as New York legal counsel through its team led by partner Juan G. Giráldez, associate Juan Ignacio Leguizamo and international lawyer Víctor Bravo.
In-House Counsel to Pampa Energía S.A. Pampa was internally advised by Adolfo Zuberbuhler, Débora Tortosa Chavez, Julieta Castagna, Constanza Gulo and Matías Alejandro Butti, as in-house financial advisors and María Agustina Montes, Maite Zornoza, Juan Manuel Recio and Camila Mindlin as in-house counsels.
Counsel to the Initial Purchasers and the Local Placement Agents
Bruchou & Funes de Rioja acted as local legal counsel through its team led by partners José María Bazan and Leandro E. Belusci, and associates Juan Rosatto, Victoria Negro and Francisco Mendióroz.
Davis Polk & Wardwell LLP acted as New York legal counsel through its team led by partnerMaurice Blanco,counselDrew Glover and law clerk Alessandro Coppola.
Counsel to the Trustee, Registrar, Principal Paying Agent and Transfer Agent
Emmet, Marvin & Martin, LLP acted as legal counsel through its team led by partner Matthew W. Peetz and associate Evan O’Connor.