Recent Assignments Synopsis

Transcription

1 Durban Tel: Durban Fax: Johannesburg Tel: Johannesburg Fax: Recent Assignments Synopsis February 2013

2 SA Department of Energy Renewable Energy IPP Procurement Program (Job Status: In Progress) SPP is the project manager of the Renewable Energy IPP Procurement Programme and is responsible for coordination of the preparation of the procurement documentation, management of communication with interested parties, registered bidders and preferred bidders, coordination of the evaluation process and preparation of the overall evaluation report and coordination of the government advisory team interacting with the preferred bidders leading up to financial close. The project commenced in December SA Department of Energy Small Projects Renewable Energy IPP Procurement Program (Job Status: In Progress) In the Renewable Energy IPP Procurement Program the Department of Energy committed to a programme aimed at South African power developers and equipment manufactures for solar photovoltaic, onshore wind, biomass, biogas, and landfill gas technologies generating power between 1 and 5MW. SPP is the project manager of the Small Projects Renewable Energy IPP Procurement Programme with the same scope of responsibility as in the Renewable Energy IPP Procurement Programme and in addition is responsible for financial advisory aspects in the development of the procurement documentation. The project commenced in September SA Department of Energy and Department of Water Affairs Small Hydro IPP Procurement Program (Job Status: In Progress) The Department of Energy and the Department of Water Affairs wish to pursue the development of small hydro power stations on various Department of Water Affairs dams. SPP is the project manager of the Small Hydro Procurement Programme with responsibility for coordinating the preparation of the procurement documentation.

3 Riversdale Mine Rail and Logistics Options Analysis (Job Status: Completed) SPP was appointed as the financial advisor to the project and was tasked with analyzing various rail and port solutions as part of a greater prefeasibility study. The scope of work included building a financial model to establish the most feasible technical solution and to run various sensitivity tests to understand the impact on the cost of the rail and port operations and to compare against international benchmarks. Namibian Ports Authority Namport Walvis bay Container Terminal Expansion Project (Job Status: Finance Raising in Progress) SPP is appointed as the lead financial advisor to the Namibian Port Authority on the finance raising and deal structuring elements of the proposed strategic expansion of the Walvis Bay container terminal. The debt finance raising process potentially includes tranches of debt from development finance institutions, export credit agencies, commercial lenders and bond financiers. The project commenced in October Rance Timber - Biomass Power Project (Job Status: Project abandoned following completion of feasibility study) G5 acted as project managers and financial advisors to Rance Timber in the development of a 10MWe biomass power plant. Rance Timber were considering participating the in the Renewable Energy IPP Procurement Programme. The scope of work covered the completion of the feasibility study for the project, identification and appointment of a suitable EPC contractor, bidding for a power producing agreement, raising of the required project debt and equity financing and management of the project to financial close. Rance Timber decided not to participate in the Renewable Energy IPP Procurement Programme. Mauritius Road Development Agency Toll Road PPP (Job Status: Preferred Bidder Appointed) SPP Project Solutions (Pty) Limited is the lead transaction advisor and financial to the Mauritius Road Development Agency for the Road Decongestion Programme PPP Toll Road Project. The project is the first toll road project in Mauritius and one of the largest single infrastructure projects undertaken in Mauritius. The assignment commenced in April National Treasury of South Africa PPP Unit Office Accommodation PPP Toolkit (Job Status: In Progress)

4 SPP is the lead consultant to National Treasury to research, draft and facilitate the consultative process necessary to produce a comprehensive Office Accommodation PPP Toolkit to be issued in due course as a National Treasury PPP Practice Note in terms of the Public Finance Management Act, No 1 of 1999, (PFMA). The project commenced in June 2009.

5 City of Johannesburg Waste to Energy treatment plant (Job Status: Feasibility Study being updated) SPP is the financial advisor to the City of Johannesburg in relation to the procurement of a waste to energy plant and related landfill project through a public private partnership. The assignment commenced in April Department of Defense: SA Military Health Services Accommodation PPP (Job Status: Feasibility Study Completed Project Suspended) SPP is the lead transaction advisor to the Department of Defense on the procurement of a suitable and sustainable working environment for its headquarters (accommodation and related services) through a public private partnership. The assignment commenced in December 2009 and on completion of the Feasibility Study in August 2010 the Department of Defense suspended the project pending resolution of affordability constraints. Department of Defense: Defense Training Institute Accommodation PPP (Job Status: Feasibility Study Completed Project Suspended) SPP is the lead transaction advisor to the Department of Defense on the procurement of a suitable and sustainable training environment and student accommodation facilities through a public private partnership. G5 is responsible for the project management, financial and risk aspects of the project. The assignment commenced in February 2009 and the Feasibility Study was completed in The Department of Defense suspended the project pending resolution of affordability constraints. Department of Defense: SA Navy headquarters and naval mess Accommodation PPP (Job Status: Feasibility Study Completed) SPP is the lead transaction advisor to the Department of Defense on the procurement of a suitable and sustainable working environment for its headquarters and naval mess (accommodation and related services) through a public private partnership. G5 is responsible for the project management, financial and risk aspects of the project. The assignment commenced in February On completion of the Feasibility Study in 2010 the Department of Defense suspended the project pending resolution of affordability constraints.

6 Department of Rural Development and Land Reform Accommodation PPP (Job Status: In Negotiation) SPP is the lead transaction advisor to the Department of Land Affairs on the procurement of a suitable and sustainable working environment (accommodation and related services) through a public private partnership. The assignment commenced in April 2005 and is currently in negotiations with the Preferred Bidder. Uganda Police Force Toll Road PPP (Job Status: In Negotiation) Kokstad Municipality (Job Status: Completed) Turner & Townsend is appointed as the lead transaction advisor to the Uganda Police Force on the procurement of suitable accommodation and training facilities for 7000 police service members through a public private partnership. G5 as subcontractor to Turner & Townsend, is responsible for the financial advisory aspects of the project. The assignment commenced in January A Preferred Bidder has been appointed. SPP is financial advisor in the advisory team appointed by the Greater Kokstad Municipality as Transaction Advisors for the procurement of a suitable and sustainable working environment (accommodation and related services) through a public private partnership. SPP s responsibilities include advising on all financial aspects, preparation of the financial models, preparation of the risk analysis, assistance in preparation of tender documentation (RFQ/ RFP) and responsibility for negotiating the financial aspects during the procurement phase. Due Diligence into a Pipeline Project (Job Status: Completed) G5 carried out a due diligence into the development of a petroleum pipeline on behalf of a major South African contractor. G5 was responsible for review of the financial model and for assessment of project risk and preparation of an appropriate risk matrix.

7 Department of Foreign Affairs (now known as International Relations and Cooperation) Accommodation PPP (Job Status: Completed) SPP Project Solutions is the lead transaction advisor to the Department of Foreign Affairs on the procurement of a suitable and sustainable working environment (accommodation and related services) through a public private partnership. G5 is responsible for the project management, financial and risk aspects of the project. The assignment commenced in January 2004 with financial close achieved in March The department has taken occupation of the building. Department of Correctional Services: 4 prisons PPP projects (Job Status: Completed) G5 was appointed as financial advisor to a consortium led by The GEO Group Inc (Florida, USA) who participated in the bidding process for a concession to design, construct, finance, maintain and operate 4 prisons projects (Paarl, East London, Klerksdorp and Nigel). The PPP procurement process was terminated by the Department of Correctional Services. Thuo Gaming Mpumalanga (Job Status: Completed) G5 was appointed by Thuo Gaming South Africa to prepare Thuo Gaming Mpumalanga s bid for a route operator license in the Mpumalanga Province. The bid was submitted on the May G5 s responsibilities included: Project management of the team appointed to prepare the bid; Preparation and write up of the bid document covering empowerment human resources strategies and community benefits, viability and financing, and operations; Preparation of the financial model in accordance with GAAP and IFRS covering 20 years of operations on a monthly basis Thuo Gaming Gauteng (Job Status: Completed) G5 was appointed by Thuo Gaming South Africa to prepare Thuo Gaming Gauteng s bid for a route operator license in the Gauteng Province. The bid was submitted on the 31 st of January G5 s responsibilities included: Project management of the team appointed to prepare the bid; Preparation and write up of the bid document covering empowerment human resources strategies and community benefits, viability and financing, and operations; Preparation of the financial model in accordance with GAAP and IFRS covering 20 years of operations on a monthly basis

8 Philani Valley Shopping Centre(Job Status: Centre trading successfully) G5 and Mark II Project Managers are co-developers and project managers of Philani Valley shopping centre located in Y Section of Umlazi. The Philani Valley shopping centre will have m 2 of lettable area as well as a Sasol fuel station and is anchored by a 3100m 2 Spar and a 1500 m 2 Build It. The centre opened for trading in July 2008 and is owned by SA Corporate Real Estate. G5 and Mark II s responsibilities included, development pl anning and conceptualization; development and implementation of project economics and legal structures; preparation of development information and due diligence pack; review of project legal and planning compliance; identification of investors and negotiation of sale transaction; financial advisory; commercial legal advisory and contract drafting; management and forecasting of project development cash flows during construction phase; project development and site management; and coordination of the retail letting agents leasing process and achievement of target rental revenue. Department of Defense Accommodation Options Analysis (Job Status: Suspended by DPW) SPP Project Solutions (Pty) Limited is the lead transaction advisor to the National Department of Public Works as part of their Re Kgabisa Tshwane Program for undertaking an accommodation options analysis for the Department of Defense s head office accommodation in Pretoria. The project entails assessing site location and development concept options to meet the Department of Defense s accommodation needs and facilitating the selection of a preferred site and development options by the Department of Defense, where after procurement options will be evaluated and recommended to the Department of Defense for their approval. Government Printing Works Accommodation Options Analysis (Job Status: Completed) SPP Project Solutions (Pty) Limited is the lead transaction advisor to the National Department of Public Works as part of their Re Kgabisa Tshwane Program for undertaking an accommodation options analysis for the Government Printing Works head office accommodation in Pretoria. The scope of work is the same as that for the Department of Defense covering site options, development options and procurement options.

9 Umlazi Mega City, Umlazi Durban (Job Status: Centre trading successfully) G5 and Mark II Project Managers were co-developers and project managers of the Umlazi Mega City retail shopping centre that has with m 2 of lettable area located on the M30 at the entrance to Umlazi close to Durban International Airport. The centre is the first major retail development in Durban located in a township area and with a strong representation of national retailers including, inter alia, Spar, Woolworths, Mr. Price and Edcon. The development was sold to SA Corporate Real Estate and commence trading in March G5 and Mark II s responsibilities include: Development and implementation of Project Economics and Legal Structures Preparation of Development Information and Due Diligence Pack Review of Project Legal and Planning Compliance Identification of investors and negotiation of sale transaction Financial advisory Commercial legal advisory and contract drafting Management and Forecasting of Project Development Cash Flows during Construction Phase and Coordination of the retail letting agents leasing process and achievement of target rental revenue Limpopo Province Department of Health Hospital and Laundry PPP s (Job Status: Completed) As part of the Ignis TA Team, SPP advised advised the Limpopo Province Department of Health on the outsourcing of its laundry services and certain hospital services as two separate PPP s SPP was responsible for the financial aspects of the project. The assignment commenced in February 2004 and was suspended following the completion of the Feasibility Study phase.

10 Department of Public Works Pretoria Inner City Precinct Project (Job Status: Completed) SPP was the financial advisor to the National Department of Public Works on the Pretoria Inner City Precinct Project a project aimed at improving Government accommodation in the Pretoria Inner City. SPP was responsible for the preparation of the Financial Strategy and financial models for the Project. Chapman s Peak (Job Status: Completed) G5 was appointed as financial advisor to a consortium led by Concor Holdings (Pty) limited who participated in the bidding process for a concession to design, construct, finance, maintain and operate a toll road on a section of Chapman s Peak Drive in the Western Cape Province. The Concor Consortium special purpose vehicle Capstone 252 (Pty) Limited has executed all the project documents and the project has reached financial close and the road is now operational. G5 was responsible for carrying out the following tasks as financial advisor to the Concor Consortium: to raise the debt and equity financing required to undertake the Project; to advise the Client on the appropriate financial and legal structures for the Project, including marking up of the first draft of the PPP agreement; to prepare the bankers case financial model for the project and various scenarios as required to prepare an analysis of the risks in the Project and to identify a strategy to deal with the risks identified; to assist in negotiations with the financiers, National Treasury and Government; to assist in resolving financial, legal and tax matters impacting the project; to assist in dealings with the empowerment shareholders to project manage the achievement of the conditions precedent to financial close for the project and to provide on going assistance with running the financial model, financial advice and in liaison with the lenders.

11 Amathole State Forest Privatisation (Job Status: Completed) G5 is financial and corporate law advisor to Amathole Timber Holdings (Pty) Limited, was the preferred bidder for the purchase of the State owned forests known as the Eastern Cape South Package. G5 commenced the assignment in 1999 and was responsible for performing the following tasks: Advice with regard to appropriate investment structure; Advice with regard to empowerment structures; Preparation of financial models and valuations used to determine the price offer; Advice with regard to the restructuring of the sponsor s company to facilitate the planned corporate structure after acquisition of the forests Preparation of the bid document; Assistance in the negotiation of the transaction with Government and its advisors; Review and marking up of the privatization transaction documentation; Preparation of transaction documentation required to implement the investment structure including, inter alia, empowerment shareholder structures and shareholders agreements; Preparation of transaction documentation required to implement the proposed restructuring of the sponsor Robben Island, Cape Town, South Africa (Job Status: Completed) G5 has been appointed by Island Hospitality Group ( IHG ), who is the preferred bidder for a concession to operate hospitality facilities on Robben Island, to provide financial and corporate law advisory services. G5 was responsible for the preparation of a financial model for the proposed project and was also responsible for providing IHG with corporate law advice on the concession agreement. This assignment was suspended when the Robben Island Museum Council was reconstituted.

12 Kruger Mpumalanga International Airport, Nelspruit, South Africa (Job Status: Completed) IJK and G5 were engaged by ABB Equity Ventures (ABB) to sell a portion of its investment in the new airport at Primkop near Nelspruit. ABB commenced the project in 2000 and construction is due to be completed by September IJK and G5 were responsible for preparation of the sales process documentation and for managing the sales process and advising ABB on all aspects of the sale. G5 was specifically responsible for the preparation of the financial model and valuation for the new airport and for the review of the current corporate structure, contractual framework and regulatory issues. The assignment was terminated by ABB as they revised their sales strategy as a result of restructuring the entire ABB group. Scandinavia Airports (Job Status: Completed) In August 2001 IJK was engaged by GE Capital to conduct a review of 11 airside properties located at five airports in Scandinavia that were owned by Scandinavian Airline System who were looking at entering into a sale and leaseback transaction with GE Capital to raise capital. The properties were held under long term leasehold to SAS and formed an important part of the airline s aircraft servicing and maintenance and cargo handling. The purpose of the review was to assess the value and marketability of the properties in support of the proposed sale and leaseback transaction. IJK requested G5 s assistance in the preparation of the valuation of the properties. The report was completed by IJK and GE Capital proceeded with the sale and leaseback transaction. Sydney Airport, Australia (Job Status: Completed) During 2001 G5 was retained to assist in providing financial advisory services to Copenhagen Airport International Division ( CPH ), who was interested in participating the privatization of Sydney International Airport. The Commonwealth of Australia decided to sell 100% of the issued share capital of Sydney Airport Company Limited ( SACL ) via a trade sale. CPH was part of a consortium including, inter alia, CPH, National Australia Bank, and ABN Amro that became know as the Connect Consortium. The Connect Consortium pre-qualified to submit a bid for SACL. G5 was responsible for the preparation of a financial model for SACL and to prepare a valuation of SACL to be used by CPH to determine their offer. Prior to the Connect Consortium s bid submission for SACL, CPH decided withdraw from the consortium.

13 Newcastle Airport, England (Job Status: Completed) In December 2000 Fraport pre-qualified as a bidder for the acquisition of 49% of the issued share capital in the company that owns and operates the airport at Newcastleupon-Tyne in the United Kingdom. DACO was retained by Fraport to provide them with advisory services in relation to their bid for Newcastle-upon-Tyne Airport. In January 2001, DACO appointed G5 to assist them in the preparation of their bid for Newcastle Airport. In terms of the appointment, G5 undertook to perform the following: Preparation of a financial model and valuation to be used as the basis for the price offer; Review of the corporate structure of Newcastle Airport and advise with regard to an appropriate investment structure and structure to achieve practical control Assisting in the preparation of the bid document The bid was submitted and Fraport was considered to be a front runner, however, one week prior to the announcement of preferred bidder, Fraport decided to withdraw from the bidding process on the advice of its own financial advisors who were preparing Fraport for is Initial Pubic Offer ( IPO ) and were of the opinion that if Fraport were to be in the middle of acquisition negotiations at the date of the IPO it may impact on the success of the IPO.

14 Homestead Airbase, Miami, USA (Job Status: Completed) During 1999 and 2000 Fraport were considering an investment in a project to convert the Homestead Airbase in Miami, Florida to a combined military and civilian use airport that could act as a reliever airport for Miami International Airport. In 2000 Fraport acquired shares in a SPV and entered into an agreement with the developers of the project that regulated how the project would be developed and funded. In terms of this agreement Fraport had a window of 30 days during which it was able to withdraw from the project. Fraport requested DACO to conduct a due diligence with a view to determining whether it should proceed with the project or not. DACO appointed G5 to assist in conducting due diligence examination. The deadline for completion of the examination was 12 days in order to allow sufficient time for Fraport to convene a board meeting to consider the report and to make an appropriate decision. G5 was responsible for the following areas in the due diligence examination: Review of the financial model prepared by Fraport considering: o Traffic forecast assumptions o Aeronautical revenue tariffs assumptions o Non-Aeronautical revenue assumptions o Operating expenditure assumptions o Capital expenditure assumptions o Maintenance expenditure assumptions o Financing assumptions and project bankability Preparation of a revised financial model and scenario analyses Review of the transaction documentation considering: o Property title and the existence of rights to convert the air base o Corporate structure o Funding and financing arrangements, including project bankability o Regulatory framework including FAA licenses, governmental approvals and ICAO standards o Background to the developers and credibility o Ability of the SPV and its consultants, contractors, advisors and shareholders (the developers) to deliver the planned project o Impact of environmental issues on the project o Status of internal approvals for the project o Contractual framework The due diligence examination was completed in time with a recommendation that Fraport do not proceed with the project. Fraport accepted this recommendation and the project was terminated.

15 Harare International Airport and Victoria Falls Airport, Zimbabwe (Job Status: Completed) In 2000 Deutsche AeroConsult GmbH ( DACO ), a subsidiary of Fraport AG (Frankfurt Airport), commissioned G5 to conduct an investigation into the feasibility of acquiring a concession from the Government of Zimbabwe to manage and operate Harare International Airport and Victoria Falls Airport. In terms of the consultancy agreement, G5 undertook to perform the following: Research and appropriately consider the possibility of applying a debt for equity swap or similar mechanism to finance the acquisition of the concession; Detail the salient points of the proposed transaction including the proposed mechanics for a debt for equity swap transaction; Identify and contact the key monetary and fiscal authorities in Zimbabwe who had the authority to authorize and implement the transaction. In this regard, contact was made with Zimbabwe s Reserve Bank through the Commercial Bank of Zimbabwe, Ministry of Transport, and the Civil Aviation Authority; Identify key creditor parties who would be interested in selling their Zimbabwe debt; Prepare a report on the results of all tasks performed for submission to DACO The report was submitted to DACO who decided to proceed to the next stage of negotiating the acquisition of the concessions to operate Harare International Airport and Victoria Falls Airport. G5 entered into mandate agreements with DACO in respect of each airport in terms of which G5 was, inter alia, to: assist DACO in negotiating the acquisition on behalf of Fraport; advise DACO of the appropriate financial structures; and provide or procure professional legal advice in relation to the transaction G5 commenced with the mandates and took the transaction to the point of obtaining a memorandum of understanding with Minister of Transport that provided Fraport with a period of exclusivity in which to negotiate the transaction. The mandate was suspended by DACO when Fraport decided that the political climate in Zimbabwe had become too unstable.