Sean T. Williams
Sean is an Associate in the Energy, Infrastructure, Project and Asset Finance Practice with a focus on project finance and other forms of structured finance in Latin America.
Before joining the firm, Sean served two years as a law clerk to the Honorable Susan R. Bolton of the United States District Court for the District of Arizona.
Banco Bradesco BBI S.A., Banco do Brasil, BNP Paribas Securities Corp., Credit Agricole Corporate and Investment Bank, ING Capital LLC, Itau Unibanco S.A., Mizuho Bank, Ltd., MUFG Bank, Ltd., Societe Generale, and Sumitomo Mitsui Banking Corporation in connection with the financing of the acquisition 90% of the share capital of Transportadora Associada de Gas S.A., the owner of a 4,500 kilometer gas pipeline system in Brazil, from Petroleo Brasileiro S.A. - Petrobras, the Brazilian state-owned oil and gas company, by a consortium formed by two subsidiaries of ENGIE S.A., a French energy company, and Caisse de depot et placement du Quebec (CDPQ), a Canadian pension fund. The financing was done on a project financing/limited recourse basis and was split between US dollar and Brazilian real tranches with shared collateral.
Citigroup Global Markets Inc., Mizuho Securities USA LLC, Morgan Stanley & Co. LLC and SMBC Nikko Securities America, Inc. as initial purchasers and Barclays Bank PLC and ING Bank N.V., Singapore Branch as co-managers in a Rule 144A/Regulation S offering of US$1.1 billion 6.748% senior secured notes due 2034 by MV24 Capital B.V., a Dutch special purpose entity owned by a group of strategic Japanese sponsors consisting of Mitsui & Co., Ltd, Modec, Inc., Mitsui O.S.K. Lines, Ltd. and Marubeni Corp. The proceeds of the notes were used to make certain intercompany loans to Cernambi Sul MV24 B.V., the guarantor of the notes and owner of the MV24 FPSO, used to refinance in full the secured project financing originally granted to finance the construction of the MV24 FPSO and to make cash distributions to the sponsors. Upon the repayment of the existing project financing, the notes were secured by a comprehensive collateral package consisting of all assets of the issuer and the guarantor, including a mortgage of the MV24 FPSO and an assignment of its charter contract.
Goldman Sachs & Co. LLC, Inter-American Investment Corp., International Finance Corp. and Swiss Export Risk Insurance on the structuring of the financing for the design, construction, and operation of Centrais Elétricas de Sergipe S.A. (CELSE), the project company's 1,516 MW thermoelectric power plant and related LNG receiving and gas transportation infrastructure in Brazil. At approximately BRL 5 billion (US$1.8 billion), this is the largest LNG-to-power financing in Latin America to date. In connection with the financing, Goldman served as global coordinator, sole book-running manager and sole initial purchaser in the offering by a Luxembourg special purpose vehicle of BRL 3,201,500 9.850% senior secured notes due 2032, and as sole syndication agent, sole lead arranger, sole lead bookrunner and lender of a loan in the aggregate principal amount of BRL 168.5 million to the SPV. The Luxembourg SPV used the proceeds from the notes and the loan to purchase BRL 3.37 billion aggregate principal amount of zero withholding tax Brazilian debentures issued by CELSE, which also received committed loans from Inter-American Investment Corp. and International Finance Corp. In another first, Swiss Export Risk Insurance insured 95 percent of the payment obligations by CELSE under the Brazilian Debentures.
Banco BICE, Mizuho Bank, Ltd., Sumitomo Mitsui Banking Corporation, The Iyo Bank, Ltd. and Nippon Export and Investment Insurance in connection with the negotiation and execution of the financing documents for a non-recourse project financing for a 98 MW PVac one axis tracker solar photovoltaic power generation plant known as Project Huatacondo, located in the region of Tarapacá, Chile, and its related 10km 200kv high tension transmission line. Financing for the project was structured as three separate facilities, including a facility insured by Nippon Export and Investment Insurance and a VAT facility. Our work also involved negotiating various construction, management services, and operation and maintenance agreements in parallel with the project financing. The project will require a US$150 million investment and will rely on sales of electricity on the merchant spot market to repay the debt undertaken by the project.
ING Capital LLC and Itaú Unibanco S.A. as joint lead arrangers and joint bookrunners in connection with the amendment, restatement, and increase of a US$350,000,000 syndicated term loan facility for Ascenty Data Centers & Telecomunicaҫões S.A., a large Brazilian data center owner and operator, secured by a Brazilian law lien on the shares of the borrower and another entity in the Ascenty group and a lien on a collection account that will receive payments made to the borrower under contracts pursuant to which the borrower leases space in its data centers to companies seeking data storage services.
Petroleo Brasileiro S.A. - PETROBRAS and its subsidiary, Petrobras Netherlands B.V., in connection with a US$1 billion syndicated loan made to Petrobras Netherlands B.V., which is guaranteed by Petroleo Brasileiro S.A. - PETROBRAS and secured by a semi-submersible oil production vessel currently chartered in Brazilian waters under the flag of the Marshall Islands and an interest in insurance proceeds payable in respect of the vessel. The bank syndicate was led by Standard Chartered Bank as global coordinator and bookrunner.
ABN AMRO Bank N.V., Banco Santander (Brasil) S.A., Grand Cayman Branch, Banco Votorantim S.A., Nassau Branch, Bank of China Limited – Grand Cayman Branch, Metropolitan Life Insurance Company and Coöperatieve Rabobank U.A. as lenders in the restructuring of approximately US$170 million in senior secured debt for Contagalo General Grains, a major grain producer and trader with operations throughout Brazil, secured by, among other things, the company’s interest in the Terminal de Grãos do Maranhão at the Itaqui Port in São Luis Maranhão, Brazil. The firm’s role involved counseling the lenders with respect to the restructuring of a syndicated facility into individual bilateral facilities, as well as restructuring of the collateral package.
Banco de Chile, Banco del Estado de Chile, Banco de Crédito e Inversiones, Banco Santander-Chile, Instituto de Crédito Oficial, KfW IPEX-Bank GmbH, Mizuho Bank, Ltd., Sumitomo Mitsui Banking Corporation and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as senior lenders, and The Prudential Insurance Company of America, as fixed rate note purchaser, in the long-term project financing for Transmisora Eléctrica del Norte S.A.'s development of a 600 km electricity transmission line and related substations connecting the Sistema Interconectado Central (SIC) and the Sistema Interconectado del Norte Grande (SING) of Chile, which will unify most of the country's power grid. The US$822 million financing consisted of Dollar and Chilean Peso senior loan facilities and a private placement under New York law, and a value added tax facility under Chilean law.
Invenergy Wind LLC and several of its subsidiaries in the acquisition of, and project financing for, the 70 MW Campo Palomas Wind Farm in the Salto Department of Uruguay. The project financing was provided by the Inter-American Investment Corporation, the Inter-American Development Bank and DNB Group.
Concesionaria Vial Sierra Norte S.A., as borrower, in connection with a US$200 million project financing for the development, construction, operation and maintenance of the 875 km toll road project "Longitudinal de La Sierra – Tramo 2 (Ciudad de Dios – Cajamarca - Chiple, Cajamarca - Trujillo and Dv. Chilete-Emp. PE-3N)" being built in the central Andean region of Peru. The project is a public-private partnership (PPP) with the government of Peru, acting through the Ministry of Transportation and Communications and will require approximately US$400 million of total investment. The project's sponsors are SACYR Concesiones, S.L.U., SACYR Concesiones Perú S.A.C. and Constructora Málaga Hnos. S.A.
Banco BICE, CaixaBank, CorpBanca and DNB Group as lenders in connection with a long-term project financing for the development of a 146MWp Solar Photovoltaic Plant in Chile. The borrower is a joint venture of sponsors EDF Energies Nouvelles, S.A., a global leader in the production of renewable energy, and Marubeni Corporation, one of Japan's largest trading companies.
Emerging Economies After the Global Financial Crisis: the Case of Brazil, 33 Nw. J. Int’l L. & Bus. 81, 2012, (co-author)