Holland & Knight Advises on $8.7 Billion Financing for Acquisition of Brazil’s Largest Pipeline Company

NEW YORK (June 26, 2019) – Holland & Knight represented Mitsubishi Union Bank, N.A. (MUFG) and TMF Group, who acted as collateral agents in the US$8.7 billion financing of Engie's acquisition of TAG, Brazil's largest gas pipeline company. The French energy company, together with Canadian pension fund CDPQ, own Aliança Transportadora de Gás Participações, the consortium that won the bid to acquire 90 percent of TAG from Brazilian state oil company Petrobras. The deal closed on June 13.

The borrowers raised the funds for the purchase through a US$2.4 billion cross-border loan from a syndicate of banks and a $14 billion reais (US$3.7 billion) securities issuance in Brazil. The remainder US$2.8 billion was raised through equity. The 14 billion reais issuance on the Brazilian stock exchange is one of the largest ever under modern securities regulations.

Lenders in the financing included Bradesco, Banco Itaú, BB-Banco de Investimento, BNP Paribas, Crédit Agricole Corporate and Investment Bank, ING Capital, Mizuho Bank, MUFG Bank, Société Générale, Sumitomo Mitsui Banking Corporation, Banco BNP Paribas Brasil, Banco Crédit Agricole Brasil and Itaú Unibanco. MUFG acted as offshore collateral agent and TFM acted as onshore collateral agent in the deal.

Holland & Knight New York-based Partner Peter Baumgaertner and Senior Counsel Daniel Brown represented MUFG and TMF Group in the transaction. Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados also advised TMF as local counsel in Brazil.