We acted as Argentine counsel in the financing granted by the Inter-American Investment Corporation to MINERA TEA S.A.U. and CEFAS S.A.

Bruchou & Funes de Rioja - September 26, 2022

Bruchou & Funes de Rioja acted as Argentine special counsel to the Inter-American Investment Corporation, as lender, in connection with the facility agreement governed by New York law granted to MINERA TEA S.A.U. (“Minera Tea”) and CEFAS S.A. (“CEFAS”, and together with Minera Tea, the “Borrowers”) for an amount of up to US$ 10,000,000 whose proceeds shall be destined by the Borrowers to cover payments under certain import and services contracts relating to La Laja Plant located in the Province of San Juan, Republic of Argentina (the “Plant”). Given the Argentine foreign exchange regulations currently in place and the strong limitations embedded therein, the facility was particularly challenging to structure from an Argentine law perspective as it involved comprehensive advise from Bruchou & Funes de Rioja in order to structure an innovative scheme with a two-tranche facility partly qualifying as “Financial Debt” and “Commercial Debt” respectively, under the Argentine Central Bank regulations.

Calidra Chile Importaciones Minerales SpA. (Sociedad por Acciones) (“Calidra Chile”) acted as guarantor by means of the execution of a New York law governed guarantee agreement and Calidra Sudamericana S.A.U. granted an Argentine law governed mortgage (hipoteca) over its corporate offices located at Manuela Sáenz 323, Floor 9, Apt. 903, City of Buenos Aires, Republic of Argentina. Additionally, upon the construction of the new lime kiln located in the Plant, Minera Tea will need to create a first-ranking lien in favor of the Inter-American Investment Corporation over such assets by means of a pledge (prenda con registro).

Argentine Legal Counsel to the Inter-American Investment Corporation:

Bruchou & Funes de Rioja through a team led by partner Analía Battaglia, senior associate Sofía Gallo and associate Manuel Rodríguez Costi.

New York Counsel to the Inter-American Investment Corporation:

Hogan Lovells, US, L.P. through a team led by partner Federico De Noriega Olea and counsel Maria Aldonza Sakar Almirante.

Chilean Legal to the Inter-American Investment Corporation:

Carey Abogados through a team led by partner Felipe Moro and associate Victoria Alonso.

In-House Counsel to the Inter-American Investment Corporation:

Gabriela A. Nassau

Argentine Legal Counsel to the Borrowers:

MAGRAL Abogados (Martón, Agranati, Albores & Asociados) through a team led by partner Javier Agranati and associate Luciano Carnicero.

Chilean Legal Counsel to Calidra Chile:

Barros & Errazuriz Chilean through the partner Carlos Ducci.

In-House Counsel to the Borrowers:

Rodrigo de la Cueva Hurtado