We advised the initial purchasers and the local placement agents on Pampa Energía’s international issuance of Notes for US$450,000,000
On November 14th, 2025, Pampa Energía S.A. (“Pampa”), a leading company in the energy and oil and gas sector, issued, in the local and international markets, its 7.750% senior unsecured notes due 2037, for an aggregate principal amount of US$450,000,000 (the “Notes”), under the U.S.$2,100,000,000 note program for the issuance of convertible and non-convertible (obligaciones negociables).
The transaction was carried out in accordance with Rule 144A and Regulation S of the U.S. Securities Act of 1933.
The 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 Notes (from this offering, 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 capital expenditures, investments, any further acquisitions or integration of working capital located in Argentina and/or repayment or refinancing of any indebtedness, including, without limitation, any additional repurchase, redemption or repayment of any other debt, including a potential redemption of our 2026 notes that remain outstanding as of the date of the Preliminary Offering Memorandum.
Citigroup Global Markets Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Santander US Capital Markets LLC and Balanz Capital UK LLP acted as joint bookrunners and initial purchasers in the Notes offering (“Initial Purchasers”) and Banco Santander Argentina S.A., Banco de Galicia y Buenos Aires S.A. and Balanz Capital Valores S.A.U. acted as local placement agents in the Notes offering (the “Local Placement Agents”). The Bank of New York Mellon acted as Trustee, Paying Agent, Registrar and Transfer Agent under the Indenture 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 the Initial Purchasers and the Local Placement Agents
Bruchou & Funes de Rioja‘s Banking & Capital Markets Department acted as local legal counsel through its team led by partners José María Bazan and Leandro E. Belusci, and associates, Juan Rosatto and Victoria Negro.
Davis Polk & Wardwell LLP acted as New York legal counsel through its team led by Maurice Blanco, counsel Drew Glover and associate Diego Rodriguez.
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, Rodrigo Durán Libaak, Valentina Buschiazzo Ripa and Paloma Payares.
Cleary Gottlieb Steen & Hamilton LLP acted as New York legal counsel through its team led by partner Juan G. Giráldez, and associates Alejandro Martínez-Inzunza and Amanda Pareja Villegas.
In-House Counsel to Pampa Energía S.A.
Pampa was internally advised by Adolfo Zuberbuhler, Debora Tortosa Chavez, Julieta Castagna, Constanza Gulo and Matías Alejandro Butti, as in-house financial advisors and María Agustina Montes, Maite Zornoza, Juan Manuel Recio y Camila Mindlin as in-house counsels.
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.
