Narrative
Full Description
Project narrative
On November 22, 2022, Sociedad Transmisora Metropolitana SpA (STM) -- a wholly-owned subsidiary of Grupo Saesa -- signed a loan agreement worth a total of about $1.2 billion in order to finance their $1,403,343,000 acquisition of 99.42% of Enel Transmisión Chile S.A. -- a subsidiary of Italian energy producer Enel. The remaining transaction cost was covered by capital from STM's direct parent company, Inversiones Grupo Saesa Ltda. The syndicated term loan consisted of two tranches. One, denominated in Chilean pesos (CLP) was worth approximately $498.9 2 million and was provided by Santander, Export Development Canada, Banco de Credito e Inversiones, Banco Internacional, BancoEstado, and Scotiabank. The other, denominated in US dollars, was worth $630.9 million and was provided by Bank of China, Sumitomo Mitsui Banking Corporation, Canadian Imperial Bank of Commerce, Credit Agricole Group, Societe Generale, and Export Development Canada. Bank of China reportedly contributed $100 million to the USD-denominated tranche. Both tranches had a 5 year maturity period with a semesterly repayment schedule. The CLP-denominated tranche carried a variable interest rate of ICP plus a 2.05% margin, while the USD-denominated tranche carried a variable interest rate of SOFR plus 1.75% margin On June 29, 2022, STM was incorporated in order to serve as an investment vehicle through which Grupo Saesa would make the acquisition. Then, on July 28, 2022, STM and Enel Chile signed a share purchase agreement. Then, on December 9, 2022, the purchase -- made via public tender offer -- was closed, and STM acquired 99.42% of Enel Transmisión Chile S.A.'s shares. After its acquisition, Enel Transmisión Chile was renamed Sociedad Transmisora Metropolitana II S.A., and 57 of the substations it managed, as well as 683 km of transmission lines in Santiago, were transferred to STM.
Staff comments
1. Grupo Saesa is owned by the Ontario Teachers Pension Plan Board and Alberta Investment Management Corp. Sociedad Transmisora Metropolitana (STM) was specifically created by Grupo Saesa to manage the new business acquired from Enel Transmisión. Grupo Saesa was already operating transmission lines and distributing electricity in southern Chile even prior to the acquisition of Enel Transmisión. 2. There is some indication that Export Development Canada was not part of the $630.9 million, USD-denominated tranche of the syndicated loan, but rather provided a separate export credit facility worth $88.5 million for the acquisition, while the syndicated loan tranche was worth $542.40 million. AidData has used the characterization from STM's financial statements. However, this issue warrants further investigation. 3. AidData has calculated the all-in interest rate by adding the margin (1.75%) to the SOFR rate at the time the loan agreement was signed.