White & Case Advises on US$165.5 Million Project Financing for Public Lighting System in Rio de Janeiro, Brazil
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Global law firm White & Case LLP has advised Green Luce Soluções Energéticas S.A., High Trend Brasil Serviços e Participações Ltda., Proteres Participações S.A., ARC Comércio Construção e Administração de Serviços Ltda. and Salberg S.A. (collectively, the "Sponsors"), Smart RJ Concessionária de Iluminação Pública SPE S.A. ("Smart Luz") and Rio Smart Lighting S.à r.l. (the "Issuer") on the issuance of US$165.5 million (BRL 925 million) 12.250% senior secured notes due 2032 (the "Notes") to certain investors in reliance on Rule 144A and Regulation S of the U.S. Securities Act of 1933.
The Notes were issued pursuant to a novel financing structure, pursuant to which the Issuer purchased infrastructure debentures issued by Smart Luz, a Brazilian special purpose vehicle established by the Sponsors.
The ultimate proceeds from the transaction will be used in the modernization, maintenance, operation and management of the public lighting system of the city of Rio de Janeiro, Brazil, as well as the installation and management of certain smart city technologies and traffic lights (the "Project"). The Project includes the use of high-efficiency LED bulbs to reduce emissions, energy consumption and light pollution, and also includes the installation 5,000 WiFi access points, 10,000 video cameras, 6,000 smart traffic management systems and 4,000 smart drains.
The Notes are guaranteed by the U.S. International Development Finance Corporation (the "DFC"). Goldman Sachs worked as global coordinator, sustainability bond structuring agent and initial purchaser on the issuance.
The White & Case team that advised on this transaction was led by partners Rafael Roberti in New York, John Anderson in São Paulo and Thomas Pate in New York, and included associate Tom Robinson in New York.
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