S.A. San Miguel A.G.I.C.I. y F. (the "Issuer", the "Company" or "San Miguel", indistinctively), a leading producer and exporter of lemons in the southern hemisphere, successfully completed the issuance of notes -additional series IX-, related to the sustainability of the Issuer, issued under its global program for the issuance of notes for a par value of up to US$ 250,000,000 (the "Additional Series IX Notes"). The funds obtained will be applied to the financing of working capital and the refinancing of the Issuer's short-term liabilities.
Based in the Province of Tucumán, San Miguel is engaged in the production, commercialization and export of fresh citrus from the southern hemisphere. At the same time, the Company is the world leader in the processing of added-value citrus products, accounting for 15% of the global lemon grinding. San Miguel is recognized by its more than 200 international customers in more than 50 countries as a reliable citrus producer that manages high-quality standards.
The Additional Series IX Notes were issued on October 2, 2023, for a par value of US$ 33,600,000, at an Issuance Price of 1.0008, denominated in U.S. Dollars and payable in Argentine Pesos at the Applicable Exchange Rate; at a fixed annual rate of 5% (which may be increased as detailed below), maturing on June 26, 2025.
The Additional Series IX Notes were issued in line with the Sustainability-Linked Notes Principles contained in the Guidelines for the Issuance of Thematic Securities in Argentina included in Annex III of Chapter I of Title VI of the Rules of the Comisión Nacional de Valores and in the Sustainability-Linked Notes Guide and the Rules for the Listing of Notes and Public Securities of Bolsas y Mercados Argentinos S.A.
Except for the Initial Exchange Rate, the date of issuance and settlement, the issuance price and the payment date, and the swap ratio, the Additional Series IX Notes have the same terms and conditions as the Series IX Notes issued on June 26, 2023, for a par value of US$ 55,000,000, constituting a single series and are fungible amongst themselves.
By virtue of such terms and conditions, as of September 26, 2024, the interest rate of the Additional Series IX Notes would increase by the greater of: (i) 1% per annum, i.e. 100 basis points, provided that it does not exceed 25% of the applicable exchange rate (in which case 25% of the interest rate will apply); or (ii) will increase by 0.50% per annum, i.e. 50 basis points, unless San Miguel proves compliance with a sustainability performance target that consists of reaching a 70% share of renewable energy to supply its industrial complex, which would imply reaching a 49% reduction of greenhouse gas emissions (CO2 Equivalent) in the 12-month period beginning on August 31, 2023, and ending on August 31, 2024.
San Miguel was advised by Nicholson y Cano Abogados, while Pérez Alati, Grondona, Benites & Arntsen advised Banco Santander Argentina S.A. as Arranger and Placement Agent, Allaria S.A., Balanz Capital Valores S.A.U., Latin Securities S.A., Banco Provincia de Buenos Aires, TPCG Valores S.A.U., StoneX Securities S.A., Facimex Valores S.A., Puente Hnos, Invertir en Bolsa S.A., Mills Capital Markets S.A., and Cocos Capital S.A., as Placement Agents.
Advisors to the Arranger and Placement Agents:
Pérez Alati, Grondona, Benites & Arntsen: Partner Diego Serrano Redonnet. Associates Alejo Muñoz de Toro, Nahuel Perez de Villarreal and Mora Mangiaterra Pizarro.