We acted as legal counsel in Genneia S.A.’s issuance of green Notes for US$15,196,669
On November 16th, 2023, Genneia S.A. (“Genneia”) issued Class XLII Green Notes denominated in U.S. Dollars and payable in Argentine Pesos at the exchange rate established in the offering documents (dollar-linked), at a fixed annual nominal rate equivalent to 0.00% for a nominal value equivalent to US$15,196,669 (American Dollars fifteen million one hundred ninety-six thousand six hundred sixty-nine) and with an issue price of 122.31% (the “Notes”).
The Notes comply with (i) the four main components of the ICMA’s (International Capital Market Association) Green Bond Principles 2018 (GBP), (ii) the Guidelines for the Issuance of Social, Green and Sustainable Negotiable Securities in Argentina, as set forth in the Rules of the Argentine Securities and Exchange Commission, and (iii) the Guide to Social, Green and Sustainable Bonds at the Bolsas y Mercados Argentinos S.A. Panel (“BYMA”). In addition, Genneia has a Second Party Opinion issued by Sustainalytics, an external reviewer, confirming that the Genneia’s Green Bond Framework is impactful and aligns with the four main components of the GBP.
TheNotes will be due 42 months after the issuance date, that is, on May 16th, 2027 (the “Maturity Date”).
The Notes will amortize their principal in 3 (three) quarterly installments on November 16, 2026 for 33.3% of the capital owed, on February 16, 2027 for 33.3% of the capital owed and, on the Date Maturity, that is, May 16, 2027, for the remaining 33.4% of the capital owed.
The Notes have been admitted for listing in the SVS Panel of BYMA, and authorized for its negotiation in the Mercado Abierto Electrónico S.A.
Moody´s Local AR Agente de Calificación de Riesgo S.A, locally rated the Notes “AA-.ar”.
Under this issuance, (i) Macro Securities S.A.U. acted as arranger and placement agent; and (ii) as placement agents, Banco BBVA Argentina S.A., Banco Santander Argentina S.A., Banco Patagonia S.A., Facimex Valores S.A., Max Capital S.A., and Banco BMA S.A.U. (previously denominated Banco Itaú Argentina S.A., with ongoing processes taking place to change its denomination) (collectively (i) and (ii), the “Placers Agents”).
This issuance is part of Bruchou & Funes de Rioja´s Climate Action and Sustainable Business Platform, which has been created to meet the growing demand from its clients on an issue that occupies an expanding space in the global, regional and local corporate agenda. Bruchou & Funes de Rioja considers that urgent climate action is needed to reduce carbon emissions, and to support its clients’ efforts in this regard, in line with the goals set by the UN´s Paris Agreement. In that sense, Bruchou & Funes de Rioja has participated in almost all green bond issues on the local and international market.
Deal Counsel:
Bruchou & Funes de Rioja: counseled Genneia and the Placement Agents through a team led by partner José María Bazán, and assisted by associates Manuel Etchevehere, Pedro María Azumendi and Agustin Caputo.
In-house counsel: Lawyers Eduardo Segura, Carlos Lovera and Matías Fraga advised Genneia.
