BLP advises on GDN transaction worth €1,000 million in Costa Rica

BLP advised Banco Santander S.A. and Bank of New York on the issuance by Bank of New York of "Global Depository Notes" (GDNs) in the international capital markets. The issuance was made under Rule 144A/Regulation S.

The GDN issuance was secured by domestic debt bonds issued by the Government of Costa Rica on November 21, 2025. The issuance totaled 1,000,000,000 euros and was the first euro-denominated issuance by the Government of Costa Rica in the local market. Banco Santander S.A. acquired the entire issuance, with advice from BLP.

The bonds were subsequently delivered to Bank of New York to serve as underlying collateral for the GDN issuance.

BLP advised Banco Santander on all aspects of its purchase of the issuance by the Government of Costa Rica, including reviewing agreements with the brokerage firm selected by the bank and managing and documenting the purchase process and subsequent payment.

BLP also advised Bank of New York on all aspects of the transfer of the bonds to it, as well as on the legal feasibility of the proposed structure for the GDN issuance and the use of the local bonds as collateral. Both engagements required BLP to issue several legal opinions.

The BLP team advising Banco Santander was led by partners Eduardo Calderón and Luis Hernández, with assistance from senior associate Alejandro Fallas. The advice to Bank of New York was provided by partners Julio Castellanos and Vivian Liberman.

The issuance of the Government of Costa Rica’s debt bonds received extensive coverage in the local press, as it was the first euro-denominated issuance in the local market.

blplegal.com