Consortium – Laclé & Gutiérrez has advised Citibank, N.A. a U.S.A. national banking association, acting through its International Banking Facility, and Banco CMB (Costa Rica), S.A., a banking institution part of the Citibank Financial Group in Costa Rica, in connection with a the preparation, execution and delivery of an amended and restated loan agreement to CREOF CR Holdings LLC, a Delaware, U.S.A., limited liability company, part of the Caribbean Property Group, based in New York City, and its subsidiaries in Costa Rica, Dominican Republic, St. Lucia and Trinidad & Tobago. The collateral consists of several hotels located in Costa Rica, Dominican Republic and Trinidad & Tobago, as well as a Free Zone – Industrial Park in Costa Rica.
Value of deal: US$146,400 million.
Date of execution of the Agreements: April 23th, 2012
The deal required a complete and extensive due diligence of the local borrowers and the collateral, as well as the preparation and execution of amendments to each of the local security instruments, some of which required a complete restatement and the procurement of new regulatory approvals by tourism regulators in Costa Rica, Dominican Republic, and Trinidad & Tobago. For the law firms, the deal highlights the complexity of successfully structuring a multi-jurisdictional collateralized loan agreement, with a strong and dynamic coordination among all the lawyers in each of the jurisdictions involved.
Consortium - Laclé & Gutiérrez (Mario Quesada-Bianchini and Randall Barquero (partners) and Mónica Arias (associate) advised the lenders as to Costa Rican law and coordinating the legal teams in Dominican Republic, St. Lucia and Trinidad & Tobago.
Shearman & Sterling LLP (Malcolm Montgomery (partner) and Christian Rudloff (associate) acted as Legal adviser to the lenders as to New York law)
Headrick, Rizik, Alvarez & Fernández (Hipólito García (partner) advised the lenders as to Dominican Republic law.
M. Hamel-Smith & Co. (Nicole Ferreira-Aaron (partner) acted as Legal adviser to the lenders as to Trinidad & Tobago law.
McNamara & Company (Stephen McNamara (partner) advised the lenders as to St. Lucia law.
Cooley LLP (Maureen Hannon (special counsel) and Thomas D. O’Connor (partner) acted as Legal adviser to the borrowers as to New York law.
Zürcher, Odio & Raven (Alberto Raven-Odio (partner), Rosa María Jiménez and Carla Baltodano (associates) acted as Legal adviser to the borrowers as to Costa Rican law.
Erica Blank, In-house counsel to the borrowers in New York City.