Introduction to Project Finance. Project Appraisal, Financing and Management

Содержание

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What is a Project? High operating margins. Low to medium return

What is a Project?

High operating margins.
Low to medium return on capital.
Limited

Life.
Significant free cash flows.
Few diversification opportunities.
Asset specificity.
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What is a Project? (cont.) Projects have unique risks: Symmetric risks:

What is a Project? (cont.)

Projects have unique risks:
Symmetric risks:
Demand, price.
Input/supply.
Currency,

interest rate, inflation.
Reserve (stock) or throughput (flow).
Asymmetric downside risks:
Environmental.
Creeping expropriation.
Binary risks
Technology failure.
Direct expropriation.
Counterparty failure
Force majeure
Regulatory risk
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What Does a Project Need? Customized capital structure Asset specific governance

What Does a Project Need?

Customized capital structure
Asset specific governance systems
to minimize

cash flow volatility and
to maximize firm value.
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“Project finance” is not the same thing as “financing projects”.

“Project finance” is not the same thing as “financing projects”.

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What is Project Finance? Project Finance involves a corporate sponsor investing

What is Project Finance?

Project Finance involves a corporate sponsor investing in

and owning a single purpose, industrial asset through a legally independent entity financed with non-recourse debt.
Cash flow is security to lenders.
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Project Structure Structure highlights Disadvantages Motivations

Project Structure

Structure highlights
Disadvantages
Motivations

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Structure Highlights SPV - Independent, single purpose company formed to build

Structure Highlights

SPV - Independent, single purpose company formed to build and

operate the project.
Extensive contracting
As many as 15 parties in up to 1000 contracts.
Contracts govern inputs, off take, construction and operation.
Government contracts/concessions: one off or operate-transfer.
Ancillary contracts include financial hedges, insurance for Force Majeure, etc.
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Structure Highlights (cont.) Highly concentrated equity and debt ownership One to

Structure Highlights (cont.)

Highly concentrated equity and debt ownership
One to three equity

sponsors.
Syndicate of banks and/or financial institutions provide credit.
Governing Board comprised of mainly affiliated directors from sponsoring firms/ independent directors
Extremely high debt levels
Mean debt of 70% and as high as nearly 95%.
Balance of capital provided by sponsors in the form of equity or quasi equity (subordinated debt).
Debt is non-recourse to the sponsors.
Debt service depends exclusively on project revenues.
Has higher spreads than corporate debt.
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Disadvantages of Project Financing Often takes longer to structure than equivalent

Disadvantages of Project Financing

Often takes longer to structure than equivalent size

corporate finance.
Higher transaction costs (~60bp) due to creation of an independent entity.
Project debt is substantially more expensive (50-400 bp) due to its non-recourse nature.
Extensive contracting restricts managerial decision making.
Project finance requires greater disclosure of proprietary information and strategic deals.
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Type of Projects BOT - Build Operate Transfer BOOT - Build

Type of Projects

BOT - Build Operate Transfer
BOOT - Build Own Operate

Transfer
BOO - Build Own Operate
BOOST - Build Own Operate Share Transfer
BOLT - Build Own Lease Transfer
DBFO - Design Build Finance Operate
OMT - Operate Maintain Transfer
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Means of Finance Equity Capital Mezzanine Finance Convertibles Preference Capital Sub-ordinated

Means of Finance

Equity Capital
Mezzanine Finance
Convertibles
Preference Capital
Sub-ordinated Debt
Senior Debt
Rupee Term Loan
Bonds
Foreign Currency

Loan
Export Credit
Supplier’s Credit
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Financing Infrastructure Projects Deal Diagram Government Project SPV

Financing Infrastructure Projects

Deal Diagram

Government

Project SPV

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Key Components Cash flow projections based on technical, market and financial

Key Components

Cash flow projections based on technical, market and financial analysis
Risk

allocation through project contracts and financing agreements
Structured financing
Security and documentation
Project monitoring and compliance
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Base case analysis shows adequate debt servicing capacity of the enterprise.

Base case analysis shows adequate debt servicing capacity of the enterprise.


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Why Investors Use Project Finance High leverage Tax benefits Off-balance sheet

Why Investors Use Project Finance

High leverage
Tax benefits
Off-balance sheet financing
Borrowing capacity
Risk limitation
Risk

spreading
Long-term finance
Enhanced credit
Unequal partnerships
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Benefits of Project Finance to Third Parties Lower product or service

Benefits of Project Finance to Third Parties

Lower product or service cost
Additional

investment in public infrastructure
Risk transfer
Lower project cost
Third-party due diligence
Transparency
Additional inward investment
Technology transfer
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Case Study - 1 Project : 4-laning of 59 km on

Case Study - 1

Project : 4-laning of 59 km on NH5

on annuity basis
Concession Period : 17.5 years (incl construction period)
Promoter : GMR Group
Project Cost: Rs 315 crore
Financed in a Debt-Equity Ratio of 3:1 by way of:
Equity: Rs 1 crore
Preference Capital: Rs 78 crore
Debt: Rs 236 crore
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Case Study - 2 Project SPV NHAI Lenders UEM UEM GMR

Case Study - 2

Project SPV

NHAI

Lenders

UEM

UEM

GMR Group

Dorsch Engineers

Scott Wilson

Debt

Financing Agreements

Equity

EPC

Agmnt

O&M Agemnt

Annuity

Shhldr’s Agmnt

Concession
Agreement

LE

Indep Eng

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INFRASTRUCTURE Transport – road including toll road, a bridge, rail system,

INFRASTRUCTURE

Transport – road including toll road, a bridge, rail system, a

highway project, a port, airport, inland port.
Telecommunication – basic or cellular, radio paging, domestic satellite services, broadband network, internet services.
Energy – generation, distribution, transmission, gas supply
C&I – a water project, irrigation project, water treatment system, industrial park, SEZ, education and hospitals.