We advised on the refinance and expand of up to US$81 million financing package for San Miguel
INTERNATIONAL FINANCE CORPORATION (“IFC”), a member of the World Bank Group, INTER-AMERICAN INVESTMENT CORPORATION (“IDB Invest”), and RABOBANK arranged amendment, restatement and expansion of up to US$81 million secured financing for S.A. San Miguel A.G.I.C.I. y F. (Argentina); S.A. San Miguel Uruguay, Samifruit Uruguay S.A., and San Miguel International Investments S.A. (Uruguay); with San Miguel Natural Ingredients Proprietary Limited (South Africa), acting as subsidiary guarantor (together, “San Miguel”). San Miguel, a world leader in lemon processing and the production of value-added lemon based products, with the most complete and highest quality of natural ingredients derived from lemon, an exclusive lemon producer and the only multi-origin processor with three state-of-the-art processing plants in the Southern Hemisphere, allowing for climate risk diversification and flexible logistics.
The transaction, one of the most complex refinancing and new-money packages undertaken by San Miguel to date, amended and restated the 2018 common terms agreement and related financing documents among the parties. It combines (i) the refinancing and repayment in full of San Miguel’s existing indebtedness with IDB Invest, IDB and Rabobank, (ii) an extension of the maturity of IFC’s existing loans, and (iii) new A/B loans from IDB Invest, and IFC with a final maturity in 2034, to be disbursed in Dollars, to fund San Miguel’s 2025–2027 capital expenditures program and related issuance costs and expenses.
The financing is secured by, among other things, mortgages over agricultural and industrial properties in Argentina and Uruguay, assets and share pledges in Argentina, Uruguay and South Africa, and a pledge over certain US-dollar receivables and a bank account in the United States.
This transaction reaffirms IDB Invest’s and IFC’s support for one of the most important value-added fruit products exporters of Latin America and the Caribbean, thus enhancing San Miguel’s growth, working capital and expansion plans across Argentina and Uruguay.
Legal advisors to IFC, IDB Invest, Rabobank:
Argentina
Bruchou & Funes de Rioja – Partner Analía Battaglia and associates Quimey Lia Waisten and Micaela Zárate. Collaboration regarding tax matters by partner Daniela Rey and associate Cecilia Calosso.
New York
Becker, Glynn, Muffy, Chassin & Hosinski LLP- Partner Patrick O’Brien, counsel Andrés A. Sardi García, and associate Justin M. Armstrong.
Uruguay
Guyer & Regules – Partner Javier Napoleone, Counsel Fernanda González Andrada and associates Rodrigo Varela Ros and Pilar Etchecopar Gurruchaga.
South Africa
ENS – Executives Craig Saven and Arnaaz Camay, the Senior Consultant Daniela Druker and the associate Nyameka Nkasana.
IFC in house lead counsel
Andres Federico Martinez
IDB Invest in house lead counsel.
Diego Noseda
Rabobank in house lead counsel
Hernán Canitrot
Legal advisors to San Miguel
Argentina
Nicholson y Cano – Partners Marcelo Villegas and associate Solana Mac Karthy.
South Africa
Cliffe Dekker Hofmeyr Inc – Directors Tessa Brewis and Jerome Brink and associates Michael Bailey and Jamie Oliver.
San Miguel in house lead counsel
Alberto Martinez Costa.