Cases & Deals


ENGIE-led consortium wins competitive bidding process in Brazil for $8.6 billion acquisition of TAG

Client(s) ENGIE

Jones Day advised ENGIE in the $8.6 billion acquisition and related financing of 90% of Transportadora Associada de Gás SA ("TAG"), the largest natural gas transmission network owner in Brazil, from Brazilian state oil company Petróleo Brasileiro SA (Petrobras). The financing consisted of two senior secured pari passu project finance debt facilities with layered tenors including a New York law governed US$2.45 billion international syndicated loan facility and the local issuance of BRL 14 billion (US$3.6 billion) in Brazilian law governed debentures. The international and local debt facilities together constitute the largest ever acquisition financing in Brazil and is among the largest successfully closed hybrid acquisition and project financings in the Latin American region. The acquisition is the largest cash acquisition and privatization in Brazil.

The winning offer for the 90% equity stake in TAG was made by a consortium composed of ENGIE S.A, ENGIE Brasil Energia, and Caisse de dépôt et placement du Québec (CDPQ), after a competitive bidding process. Petrobras will maintain a 10% equity stake in TAG.

The transaction has to date received the LatinFinance Cross-Border M&A Deal of the Year award, the LatinFinance Oil and Gas Financing Deal of the Year award, the Latin Lawyer M&A (Private) Deal of the Year award, the PFI Deal of the Year-Americas award, the International Financial Law Review (IFLR) M&A Deal of the Year award at its Americas award, the Infrastructure Investor Global Deal of the Year award, the IJ Global M&A Deal of the Year – Americas award, and the Proximo Oil and Gas Acquisition Deal of the Year award.