Ppp Cases Pvr May07

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    Financing InfrastructureProjects

    An Analysis of Issues and

    Cases

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    2

    Presentation Structure

    Project Finance Transactions

    Issues in Infrastructure Finance

    Case Studies

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    IDFC : A Summary

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    Who We Are

    Established by the GoI in 1997

    Lead private capital to commercially viable infrastructure

    projects; promote public-private partnerships

    Bring innovation to private financing in Indian

    infrastructure

    Provide policy advice to encourage private financing in

    infrastructure

    We are a specialty financial institution focused only on infrastructure funding

    With a balance sheet size in excess of Rs. 17,000 Crore, and NIL NPAs, IDFC ranks amongst thelargest financial institutions focused on financing Indian infrastructure

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    Project Finance Transactions

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    Financing a Project

    Project Finance doesnt meanfinancing a project!

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    Financing a Project 2

    How does Joe Blo Inc. finance a chemical factory?

    Joe Blo Inc.

    Lenders

    ChemFac

    Equity

    Equity

    Returns

    Debt

    Debt

    Repayment

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    Financing a Project 3

    Such financing is also called:

    Balance Sheet Financing, orRecourse Financing

    Here the project Lenders have a low levelof due-diligence on the project itself, but a

    high level of due diligence on Joe Blo Inc.!

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    Project Finance

    How does Joe Blo Inc. finance an airport?

    Joe Blo Inc.

    Lenders

    Airport

    Equity

    EquityReturns

    Debt

    Debt

    Repayment

    Other Equity

    Investors

    Other Lenders/Bondholders

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    Project Finance Defined

    Raising of funds to finance aneconomically separable

    capital investment project inwhich the providers of funds

    look primarily to cash flow

    from the project to servicetheir debt and providereturns on their equity

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    Emergence of ProjectFinancing:

    Appropriate techniques for projects with high

    capital requirements and a complex risk profile

    Payouts are based only on the projects own assets

    and cash flows stream

    Creditors rely on the ability of the project for

    repayment of related debt obligations, non-

    recourse debtMulti-source financing: syndicated commercial

    banks, bonds, ECAs, multilaterals

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    Why Project Finance?

    Isolate Risk

    Project Transparency

    Greater Leverage

    Control/ Ownership issues

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    Characteristics of Project Finance

    Complex contractual arrangements

    Limited or non-recourse financing

    Risk management strategies and techniques

    Changing perceptions, new innovations

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    Demand Supply Gap

    Annual investment needs in UrbanInfrastructure alone are about Rs.

    400 billion*as against an availabilityofRs. 50 billion, (excluding new mass

    transit and township development

    projects)

    *give or take a few hundred billion!

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    Equity

    Sponsor/ Corporate

    Equity Funds

    Financial Institutions

    Multi-lateral InstitutionsWorld Bank, IFC

    Public

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    Debt

    Banks

    FIs

    Debt Funds

    Multilateral Institutions

    World Bank, ADB, IADBExport Credit Agencies (ECA)

    Public

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    Principles of Risk Management

    Allocate project-specific risks to parties best

    able to bear them

    Control performance risks through incentivecontracts

    Use market-hedging instruments (derivatives)

    for covering market-wide risks (interest andexchange rate fluctuations)

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    Risk Management

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    Risk Management

    Base

    Value2

    2

    0

    5.184802

    13.600926

    0.15

    Goods Traffic Growth Scenario

    Tariff Growth Scenario

    Project Cost Sensitivity Factor

    Variable Operating Expenses as per KRC norms (per MT)

    Fixed Operating Expenses as per KRC norms

    Percentage of Traffic Startup

    Min DSCR, with DSRA

    0.0 0.3 0.6 0.9 1.2 1.5 1.8 2.1 2.4 2.7 3.0

    Base Value: 1.1

    1 3

    1 3

    0.1 0.1

    4.89606 4.89606

    13.600926 12.981576

    0 0.3

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    Oh What A Web!Concession Agreement

    Government & Project SPV

    SHA

    Equity Investors

    Equity Investment Agreements

    With Pvt Equity Investors

    Construction/O&M Contracts

    Project SPV & Contractors/ Operators

    DLA/ Substitution

    Project SPV, Promoters,

    Lenders, Government

    State Support Agreement

    Government & Project SPV

    Loan Agreements

    Lenders & Project SPV

    Inter-Creditor Agreements

    Inter-se the LendersPledges & Hypothecations

    Lenders & Promoters Site Lease AgreementProject SPV & Land Owner

    TRA Agreement

    Trustee Bank, SPV, Lenders

    Bank Guarantees etc

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    Issues in InfrastructureFinance

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    Service Provision Options

    Infrastructure

    Services

    Status Quo:

    Govt creates assets

    & provides services

    Privatization:

    Private Sector

    creates assets &

    provides services

    Commercialization:

    Govt creates assets

    & hands over to

    Pvt Sector to

    provide services

    PPP/ PFPI

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    How Much Time Did They Take?

    Airports:Started in 1998-99

    Bidder identified in 2001

    SHA in 2002

    Concession/ FC in 2005

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    How Much Time(2)

    (Industrial) Water Supply:Started in 1995-96

    Bidder identified in 1997

    Concession in 2003

    FC in 2004

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    How Much Time(3)

    Commercial Complex:Started in May 2002

    Bidder identified in June 2004Government approval June 2005

    Concession/ FC just now

    SEZ:Started in 2002

    Bidder identified in 2003

    Approvals not yet in place

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    How Much Time(4)

    Industrial RoadsStarted in 2002

    Bidder identified in 2005

    Concession/ FC just now

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    How Much Time(5)

    How many large (> Rs. 500 Cr) projectshave reached financial closure, and work

    commencedLast 8-10 years of PPP4 Airports1 Water supply projectNumber of Road (NHAI/ MORTH only)

    Number of Telecom/ Power ProjectsAnd how many are completed

    In round figures noneExcept in Roads, Telecom, Power

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    Why are the projects delayed?

    Possible Reasons?Finance

    Inadequate Project DevelopmentHasten to bid?

    Approval structures/ processes not being inplace

    Plug-and-play approach?Social/ Environmental reasons

    LAND

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    Then why PPP?

    PPP ProjectsTake more time, more effort, and are also prima-facie

    more cost BUTShortage of budgetary funds

    Improvement in levels of service to users

    Innovation in designs, project management and

    implementation of projectsLong-term operations and maintenance of assets

    Focus on service to users not just asset creation

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    Are Funds an Issue?

    Yes and No

    YES

    Project Development FundsEquity

    Debt in Urban Infra (water, city roads, metrotransport projects, sanitation, solid waste)

    NOCommercial debt (sectors other than mentionedabove)

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    Inadequate Project Development

    Hasten to set up project/ bid

    Bidders/ lenders then start askingfor data/ studies

    Thin slice method to get all the DPRsdone

    Re(negotiation) of project andcontract parameters along the way

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    Approval Process/ Structures (2)

    Since there are no replicable frameworksEach project is a stand-alone experiment

    Rarely is precedent used. Bangalore and Hyderabadairports are rare instances of projects usingprecedent

    Infra Acts/ Polices have enough flexibility toEnable frequent by-pass of their intent!

    Transparency conditions are applied regardlessof whether they are regular Contracts orBOT Projects

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    Key Lessons - Roads

    Bypasses on national highways and river bridges havedemonstrated reasonable success Common sense approach to traffic forecasting along

    with statistical analysis

    Emphasis on getting base year traffic right Small state highway projects have also done well in

    states such as Maharashtra, MP

    Developed by local promoter groups with a strong ears to the groundphilosophy

    Certain large projects such have not been able togenerate the expected numbers in the early years

    High project cost, competing routes, service roads, higher growthrate expectations being the primary reasons

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    Key Lessons - Telecom

    Limited mobility not sustainable leading tomigration to full mobility. Mass-market model for the sector (based on

    high penetration and low ARPUs).

    Consolidation in the sector.

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    Key Lessons - Power It is essential to first fix the leakybucket

    Competitiveness of tariff essential to ensure viability of ageneration project.

    Retail tariffs to ultimately mirror the cost of supply.

    Factors to attract private sector participation in the sector:

    Regulatory confidence longer term regulatory tariff regime (NoMoving Goal Post)

    Legal and Administration support freedom and support fromGovernment to disconnect consumers

    Government credit risk mitigation appropriate mechanism for deliveryof subsidy to be developed

    Credible business plan to meet transition period funding requirementspast unfunded liabilities to be taken over by Government

    Credible base line data

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    Way Forward?

    Not to rush into a Project bid/ implementapproach

    Get frameworks/ approvals/ funds in placebefore doing soCapacity building and reform should go aheadNow there is enough project experience/expertise to set up a precedent basis

    Adequate project preparationFunding required to do soNot too many money bags waiting to investinto infrastructure

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    Small

    Number Of

    ProfitableProjects

    BOT

    Larger

    Number Of

    MarginallyProfitable

    Projects

    Govt. Leveraged

    Privatisation

    Unprofitable,

    But Imperative

    Projects

    Budgetary

    Allocation

    Maintenance

    Works

    Dedicated

    Funds (Road

    Fund)

    Way Forward (2)

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    Concept of PFPI

    Traditional ApproachAsset creation funded through governmentborrowings

    Service provision and maintenance of assets bypublic sector

    PFI ApproachAsset creation funded by private finance

    Service provision and maintenance of assets byprivate sectorFundamental Tenets

    Value for MoneyRisk Transfer to Private Sector

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    What PFPI is not .. What it is (2)

    This means that Governmentno longer builds roads, it purchases miles of

    maintained highwayno longer builds hospitals, it buys healthservices

    no longer buys computers and software, but

    pays for managed IT services

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    Case Studies

    Experiences in Project Finance

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    A Road Project

    66%

    17%17%

    Debt

    Sub-Debt

    Equity

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    Case Study - Waste to Energy

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    Case Studies - 12

    Garbage to GoldEasy for any self-respecting alchemist?!

    Technically superior, but also moreexpensive

    Can the returns (financial or economic)

    justify the higher costs?Obviously cannot be termed as the cost-equivalent of a regular power plant

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    Case Study - The SWERF Project at LucknowProject to generate about 5 MW of power from MSW

    Project to offer a MSW Management solution to the cityAbout 1000 TPD; of this about 750-800 Tons lifted the same day

    Projected population of 25 lac in 2001

    Present disposal practices are far from being sanitary

    Waste composition would be heterogeneous in most respects

    Project had its Award process satisfactoryLoI issued on August 1996 thro competitive bidding

    Waste Supply Agreement in Feb 1997, PPA signed on July 1998, LandLease agreement in March 1999, GoUP Guarantee in Feb 2000

    Project enjoyed the commitment of its Stakeholdersthe LNN, UPPCL, MNES, local community, Pollution Control Board etc.

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    Case Study - Structuring The ProjectFinancial closure achieved through tie-up of

    Equity (Rs 20.00 crs); Senior Debt (Rs 26.50 crs); DeferredCredit (Rs 11.50 crs);Capital Subsidy (Rs 15.00 crs)

    Contractual structure completed thro execution ofWaste Supply Agreement by LNN

    Power Purchase Agreement with UPPCL

    Equipment Supply & Know-how provision agreements with Entec/IUT/ Janbacher

    EPC arrangements with Jurong/ Jeevitha/ L&T

    O&M arrangements with Haustle

    Commercial tightness ensured thro provisions ofContracts - Defect Liability provisions, Financial Gtee backedperformance, & LDs

    Offtake agreement - LCs and Government Guarantee

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    Thank You