Arias, Fábrega & Fábrega acted as counsel to Citibank Japan Ltd., as arranger and administrative agent, in connection with a US$81 million syndicated credit facility to the Madden-Colon Trust, a special purpose trust created by Concesionaria Madden-Colon, S.A. and the Republic of Panama, as settlors, and BNP Paribas Panama Branch, as trustee, to finance the construction and operation of the 42-kilometer Madden-Colon toll-road, linking Panama and Colon, the two terminal cities of the Panama Canal. Concesionaria Madden-Colón, S.A. is part of the Brazilian-based Odebrecht group.

The financial structure of this transaction was built based upon the existing legal framework for this project under which Concesionaria Madden-Colon, S.A. assigned to the Madden-Colon Trust future toll rights and the Republic of Panama undertook to make contributions to the Madden-Colon Trust to cover payment obligations, including those arising out of the credit facility. By using this PPP structure, the Republic of Panama, in partnership with the private sector, made possible the construction of this long-sought project. This is the first time that this type of structure is used in Panama.

Milbank, Tweed, Hadley, McCloy LLP also participated in this transaction as U.S. counsel to the arranger, administrative agent and the lenders and Arnold & Porter LLP intervened as counsel to the Republic of Panama. Vallarino, Vallarino & García-Maritano acted as counsel to BNP Paribas Panama Branch.