financing energy projects: experience of the international finance corporation

9
I['•UTTERWO RTH I~E I N E M A N N 0301-4215(95)00099-2 EnergyPoli~y. Vol. 23. No. II. pp. 967475. 1995 Copyright ~©1995 Elsevier Science Ltd Printed in Great Britain. All rights reserved 0301-4215/95 $10.00 + 0.00 Financing energy projects Experience of the International Finance Corporation Gary Bond and Laurence Carter Corporate Planning Department, International Finance Corporation, Washington, DC, USA This paper provides an overview of the recent trend towards private ownership and financing of power projects in the developing countries, focusing on the role played by both private and public agencies in meeting the large financing challenges. The paper draws upon the opera- tional experience of the International Finance Corporation, which has been involved in the financing of more than 30 private power projects in the developing countries over the past three decades. Among the issues that affect implementation of private power projects is the balancing of risk and reward to equity investors and to commercial lenders. The paper discusses the prin- cipal sources of risk and the strategies used to manage them. A related issue is the competition for capital on the international markets, and the techniques that are being devised to bring more finance to the power sector. Finally, the paper considers the role of government in bring- ing private investors to the power sector, and the approaches being adopted to balance the needs of investors with the needs of the public. Ke),words: Energy projects; Private investors; Developing countries The last few years have seen a rapid increase worldwide in private participation in infrastructure financing, par- ticularly in the power sector. The International Finance Corporation (IFC), which is part of the World Bank Group, has been an active supporter of these develop- ments, with an involvement in private developing coun- try infrastructure that extends over almost three decades. This paper reviews the preliminary lessons emerging from IFC's experience with infrastructure financing in the developing world, with examples taken from power generation, transmission and distribution. Infrastructure has traditionally been the preserve of the public sector, particularly in developing countries, partly on account of its perceived strategic importance to the economy, and partly because the large investment costs and long gestation periods usually associated with such projects were thought to have constituted serious disincentives to private investors. Recent trends in privat- ization of major utilities in various countries have shown that this is no longer the case. Private financiers have shown themselves able to mobilize the funds necessary to finance infrastructure projects, and private sponsors willing to accept both project and country risks, pro- vided that the institutional environment has met certain minimum standards and the projects have been appropri- ately structured. Governments are assisting this process by creating new opportunities for private investors in an effort to bring more efficiency to project construction and operation, greater competition in the supply of in- frastructure services, and greater access to international capital markets. The development of local capital mar- kets has also been assisted by the move towards private participation in the power sector. IFC is a major source of project and corporate finance to private companies in developing countries (providing loans, equity, other financial instruments and advisory services) and as such has participated in many of the pri- vate power and related infrastructure transactions com- pleted or in the process of being financed to date. Between its first transaction in 1966 and June 1994 Energy Policy 1995 Volume 23 Number 11 967

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Page 1: Financing energy projects: Experience of the International Finance Corporation

I['•UTTERWO R T H I ~ E I N E M A N N

0301-4215(95)00099-2

EnergyPoli~y. Vol. 23. No. II. pp. 967475. 1995 Copyright ~© 1995 Elsevier Science Ltd

Printed in Great Britain. All rights reserved 0301-4215/95 $10.00 + 0.00

Financing energy projects

Experience of the International Finance Corporation

Gary Bond and Laurence Carter Corporate Planning Department, International Finance Corporation, Washington, DC, USA

This paper provides an overview of the recent trend towards private ownership and financing of power projects in the developing countries, focusing on the role played by both private and public agencies in meeting the large financing challenges. The paper draws upon the opera- tional experience of the International Finance Corporation, which has been involved in the financing of more than 30 private power projects in the developing countries over the past three decades. Among the issues that affect implementation of private power projects is the balancing of risk and reward to equity investors and to commercial lenders. The paper discusses the prin- cipal sources of risk and the strategies used to manage them. A related issue is the competition for capital on the international markets, and the techniques that are being devised to bring more finance to the power sector. Finally, the paper considers the role of government in bring- ing private investors to the power sector, and the approaches being adopted to balance the needs of investors with the needs of the public. Ke),words: Energy projects; Private investors; Developing countries

The last few years have seen a rapid increase worldwide in private participation in infrastructure financing, par- ticularly in the power sector. The International Finance Corporation (IFC), which is part of the World Bank Group, has been an active supporter of these develop- ments, with an involvement in private developing coun- try infrastructure that extends over almost three decades. This paper reviews the preliminary lessons emerging from IFC's experience with infrastructure financing in the developing world, with examples taken from power generation, transmission and distribution.

Infrastructure has traditionally been the preserve of the public sector, particularly in developing countries, partly on account of its perceived strategic importance to the economy, and partly because the large investment costs and long gestation periods usually associated with such projects were thought to have constituted serious disincentives to private investors. Recent trends in privat- ization of major utilities in various countries have shown that this is no longer the case. Private financiers have

shown themselves able to mobilize the funds necessary to finance infrastructure projects, and private sponsors willing to accept both project and country risks, pro- vided that the institutional environment has met certain minimum standards and the projects have been appropri- ately structured. Governments are assisting this process by creating new opportunities for private investors in an effort to bring more efficiency to project construction and operation, greater competition in the supply of in- frastructure services, and greater access to international capital markets. The development of local capital mar- kets has also been assisted by the move towards private participation in the power sector.

IFC is a major source of project and corporate finance to private companies in developing countries (providing loans, equity, other financial instruments and advisory services) and as such has participated in many of the pri- vate power and related infrastructure transactions com- pleted or in the process of being financed to date. Between its first transaction in 1966 and June 1994

Energy Policy 1995 Volume 23 Number 11 9 6 7

Page 2: Financing energy projects: Experience of the International Finance Corporation

Financing energy projects: G Bond and L Carter

Table I Power projects approved by IFC to 30 June 1994 a

Project size IFC net FY Company Power (US$ million) (US$ million) Country

1966 Meralco I Power: transmission 94.0 12.0 Philippines 1981 Conenhua Power: distribution 18.0 4.5 Peru 1988 Meralco 11 Power: distribution 313.2 32.0 Philippines 1989 Ahmedabad Electric Power: generation 83.3 20.0 India 1989 Hopewell Navotas Power: generation 41.0 1 I. 1 Philippines 1989 Tata Electric I Power: transmission 79.7 34.5 India 1990 Calcutta Electric I Power: transmission 92.2 20.0 India 1990 Kepez Elektrik Power: generation 67.6 25.0 Turkey 1991 Tata Electric II Power: transmission and

generation 273.7 60.0 India 1991 Aconcagua I Power: generation 82.0 19.5 Chile 1991 Bombay Suburban Power: generation 653.3 50.0 India 1992 Calcutta Electric 11 Power: generation 547.7 30.0 India 1993 Aconcagua II Power: generation na 2.1 Chile 1993 Pangue Power: generation 465.0 74.9 Chile 1993 Belize Electric Co Power: generation 59.4 15.0 Belize 1993 Hopewell Pagbilao Power: generation 888.0 70.0 Philippines 1993 Northern Mindanao Power: generation 103.0 19.5 Philippines 1993 Puerto Quetzal Power: generation 92.0 20.0 Guatemala 1993 Yacyclec Power: transmission 134.7 20.0 Argentina 1993 Scudder Fund Equity fund for

private power projects in LAC 200.0 25.0 Latin America 1994 Tucuman Power: generation 1.5 0.3 Argentina 1994 Edenor Power: distribution 402.4 45.0 Argentina 1994 Hidrozarcas Power: generation 15.0 4.4 Costa Rica 1994 Tata Electric IV Power (GDR issue) 26.6 _b India 1994 Asia Infrastructure Fund Power (regional fund) 504.5 33.7 Asia 1994 Pangue I1 Power: generation

(increase in loan) 50.0 _b Chile 1994 Global Power Fund Mezzanine finance for

power projects 1010.0 51.1 World 1994 Edenor II Power: distribution (increase) 8.0 _b Argentina 1994 Fabrigas Power: generation 8.6 3.5 Guatemala 1994 GVK Power Power: generation 290.7 48.3 India 1994 Northern Mindanao Power: generation

(currency swap) 23.4 0.5 Philippines 1994 Manah Power Power: generation 204.5 19.0 Oman 1994 Neyveli Power Power: generation 450.0 48.0 India 1994 Khimti Khola Power: generation 125.7 31.0 Nepal Total (US$million) 7408.7 849.9

alFC's financial year runs from 1 July to 30 June. bFunding arranged on the account of other participants.

Source: International Finance Corporation.

IFC's board approved an IFC financing role in 88 infra- structure operations with a total project cost of nearly US$15 billion, in 26 countries. Within the power sector, IFC had approved 34 projects to June 1994, with a total project cost of US$7.4 billion (see Table 1).

Reasons for the change

The main reason for the shift towards private infra- structure is growing disenchantment by government policy makers and users with public monopoly owner- ship and provision of infrastructure services. Under- investment by many state utilities has resulted in a backlog of unmet demand for infrastructure services, and in many countries this is the principal constraint to

growth. Power shortages have led to production short- falls, higher costs (self-generation) and a decline in in- vestment. Governments are responding to these inade- quacies by providing increased opportunities for private participation. There is increasing evidence that the pri- vate sector generally is performing better in terms of construction costs and times, operation and customer service.

Second, fiscal constraints on governments and ex- ternal aid agencies have led to an increasing realization that private finance is necessary to address capacity shortages. Some governments have used infrastructure privatization to improve their public finances. The extra resources that private financiers and management bring are important.

968 Energy Policy 1995 Volume 23 Number 11

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Financing energy projects: G Bond and L Carter

Third, technological developments have reduced nat- ural monopoly characteristics and allowed unbundling, private entry and competition into many infrastructure services. Independent power producers can construct and operate relatively small plants at unit costs compar- able with larger generators. Better metering of power and water usage enables pricing for demand manage- ment, encouraging more efficient use. These technolo- gical changes are facilitating competition. Even small, low income countries are reaping the benefits: IFC has financed independent power plants in Guatemala and Nepal.

Fourth, innovative financing techniques and the glob- alization of financial markets are offering more infra- structure financing options. The volume of transactions and the range of instruments used on the international capital markets has increased sharply in recent years. This has been driven partly by an increased supply of funds, as venture capitalists and institutional investors in developed countries have sought to diversify their port- folios and achieve higher returns, in addition the large size and long payback periods of infrastructure projects have demanded innovative financing techniques. Project financing has grown very rapidly: 1993 saw the first issues of bonds by greenfield private infrastructure projects in developing countries (Philippines and Malay- sian power projects).

Learning from other countries' experiences has been important. Many of the pathbreaking actions occurred in developed countries: the 1978 US Public Utilities Regu- latory Policy Act started the independent power pro- ducer industry by requiring utilities to purchase power from competitive generators. The unbundling and privat- ization of the UK electricity industry in 1991 showed that it was feasible to introduce competition into distri- bution as well as generation. Particular countries have led the way: Chile and Argentina in Latin America; Malaysia and the Philippines in south-east Asia; Hungary in Eastern Europe; Sri Lanka, India and Pakistan in south Asia; and Ghana and Uganda in Africa. Private participation has spread across infrastructure subsectors, from telecoms and power generation, to ports, pipelines, roads, and more recently to water, railways and energy transmission and distribution.

Risk management

Infrastructure projects differ from many other types of private sector investments in developing countries. Many have long lives, are large, immobile, generate only local currency revenues, buy from or sell to government agen- cies directly, are vulnerable to regulatory changes, and have politically sensitive tariffs. Private financiers are understandably cautious, yet they have responded vigor-

ously when presented with appropriate opportunities. Clearly, many of the risks private investors confront are considered manageable.

There are three stages to considering risk. First, the severity of each risk needs to be assessed. From the sponsor's perspective, what is the government's macro- economic record? What has happened with similar pro- jects? From the government's perspective, is the sponsor technically and financially strong? Is it politically feas- ible to allow the concessionaire to reduce employment in an enterprise? Lenders ask both sets of questions: given that they lend from a leveraged capital base but do not share higher than expected profits, they have the strongest incentive to assess risks thoroughly. Second, the party that is in the best position to manage each risk is identified. For example, the project sponsor is best able to manage commercial risks, whereas the govern- ment has control over regulatory risk. Finally, each risk is allocated, priced or mitigated between the parties, via contractual agreements. Risks do not disappear, but are borne by the parties best able to manage them.

Construction risk

Management of construction risk is critical to complet- ing projects within budget. Companies hedge construc- tion risk by: (1) using fixed price, certain date turnkey construction contracts and building in provisions for liquidated damages if the contractor fails to perform (and bonuses for better than expected performance); (2) taking out business start up and other standard insurances; (3) building in a contingency to cover for variations; and (4) building in excess capacity, to allow for some technical failure to reach the required capacity.

Lenders will not assume completion risk, so the burden is put on the project company, its sponsors, contractors, equipment suppliers and insurers. Typically the project company stipulates a completion date in the project agree- ment, complete with penalties and bonuses. It negotiates a similar, but tighter contract with a construction company, with liquidated damages provisions and bonuses. Lenders may also require project developers to guarantee to fund cost overruns and sometimes will require them to estab- lish a standby credit facility for this purpose.

Operational risk

Fuel availability and costs are important operational risks in power generation projects. Fuel costs are often passed on to the purchaser, although the tariff regimes in opera- tion allocate these risks differently. In the Philippines, contracts have been signed which pay independent power producers only for the cost associated with energy con- version; the project developer is relieved of any respons- ibility for purchasing the fuel and passing on the cost. The alternative method is for the project developer to arrange

Ener~, Polic T 1995 Volume 23 Number I I 969

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Financing energy projects: G Bond and L Carter

fuel purchase and then to pass on the fuel cost along with the cost of converting it to electricity; this has been used in Guatemala and in some Indian projects.

Technical risks are borne by the project company, which undertakes to operate and maintain the plant to certain standards. These risks are typically hedged via (1) performance guarantees from supplier companies; (2) subcontracting a specialist company to undertake operation and maintenance, with bonus and penalty pay- ments for performance; (3) business interruption insur- ance. In one project financed by IFC the concession requires the lead sponsor to maintain a minimum owner- ship share, in order to ensure that its technical skills are always available to the concessionaire.

Market risk

In most power generation projects, the market risk is taken by the purchaser. The power purchase agreement (PPA), which is the key contract in an independent power project (IPP), is usually structured in two parts: (1) a fixed capacity fee is paid if the plant meets desig- nated availability requirements, and which usually covers debt service payments and an equity return; and (2) an energy fee, which is related to actual power de- liveries. Inasmuch as the sponsors share in the market risk through the energy fee they are really sharing in the upside potential: higher energy purchases usually mean larger profits. However in more sophisticated and privatized regulatory environments IPPs take more market risk. In an IFC Chilean build--operate-own (BOO) power project the company is developing the project without having a single-purchaser PPA; instead it has signed several long-term contracts with differ- ent (private) purchasers.

With a single purchaser, market risk becomes pay- ment risk. Companies can hedge against this by asking for guarantees of the contractual performance of state owned enterprises (SOEs), as has been done in IFC pro- jects in several countries, including India, Nepal and the Philippines. Although a government guarantee of con- tractual performance facilitates private entry, ultimately the government needs to address the underlying prob- lems of non-viable state owned utilities, by allowing them to charge economic tariffs, improving efficiency standards and/or promoting privatization.

Foreign exchange risk

Foreign exchange risks are a major concern of foreign financiers investing in developing countries. Most in- frastructure projects generate local currency revenues which raises two issues: (1) will the project have access to foreign exchange to cover debt service and equity payments; and (2) will the foreign exchange equivalent of the project's tariffs be adjusted for devaluation and

thus enable foreign debts and equity to be serviced. Most of IFC's infrastructure projects have been under- taken in countries where private investors judged that convertibility was likely to be maintained, or where charges could be levied directly in hard currency.

How can the foreign exchange equivalent value of a project's revenue stream be maintained - especially when infrastructure tariffs are subject to political influ- ence? The methods used to deal with foreign exchange risk in IFC-financed infrastructure projects include:

(1) building into the concession a commitment to link the project's tariff to the US dollar, but making payment in local currency. This leaves the project's lenders vulnerable to convertibility risk and has been used in countries where foreign financiers have been willing to bear that risk;

(2) similarly, the government may permit a given return on an asset base that explicitly includes the cost of foreign debt service;

(3) power purchase agreements may be partly denom- inated in US dollars, or the state utility may pay fees directly into an offshore dollar account, thereby as- suming convertibility risk;

(4) companies that earn foreign exchange directly, such as where power is exported to a neighbouring country, can charge customers in US dollars;

(5) large companies (or smaller companies with strong sponsors) operating in major currencies may be able to hedge currency mismatches; and

(6) where foreign investors felt sufficiently confident in the macroeconomic management of an economy, they were prepared to take currency risk.

There is no single answer: the choice depends on the project, the country, the financial structure and the per- ceptions of the lenders.

Regulatory risk

Two kinds of regulatory risk frequently occur in infra- structure projects:

(1) tariff adjustments not being permitted or made on time (in the face of inflation, or devaluation, for ex- ample). Companies can hedge against this risk by building in automatic adjustments to contracts, but ultimately complying with these obligations lies with the government, or its SOEs; and

(2) regulatory changes. For instance, possible changes in environmental regulations concern many infra- structure companies and their lenders.

Ultimately there is limited scope for companies (and, by extension, financiers) to avoid these risks, except to build in buy out mechanisms under certain extreme cir- cumstances. In the Philippine BOT projects, the state

970 Energy Polio T 1995 Volume 23 Number 11

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Financing energy projects. G Bond and L Carter

Box I Addressing environmental concerns: Pangue hydroelectric project

During the appraisal of the Pangue hydroelectric project in Chile con- cerns emerged over the project's impact on indigenous communities, the need for improved elcological knowledge in the region and the pro- ject 's potential effects on river flows, fish habitats and other water users. After determining the volume of water that would need to be released to sustain fish habitats, the project was redesigned to meet the require- ments of power generation, fish habitats and other water users.

Addressing the impact of the project on indigenous communities and the local ecology required a more innovative approach. At IFC's initiative, the Pehuen Foundation was established to fund specific activities for the three communities of indigenous peoples in the pro- ject area. The Foundation is funded through a charge on the project's revenues. This approach was preferred to alternatives such as lump sum transfers because funds are available as long as the project oper- ates and it targets the collective needs of the people most directly af- fected. Also at IFC's initiative, an ecological station has been estab- lished to rehabilitiate the construction site and study the ecology of the project area. Support lbr the research centre is coming from the project and other international research centres.

utility is obliged to buy the company's assets according to a prespecified formula, under certain circumstances. Investors are also offered some protection against regu- latory risk through the costs borne by the host country in the event of adverse actions by government. If a gov- ernment alters the regulatory framework in such a way that existing privately financed infrastructure projects become inviable, the economy may suffer costs larger than those borne by a single project's financiers. For ex- ample, potential future private investors may choose to locate in other countries.

Environmental risk management

Private infrastructure provision is giving rise to new ap- proaches to environmental management. Risks to the natural environment can result in risks to companies and their financiers. Private companies and financiers thus have financial incentives to assess environmental risk to distinguish acceptable from unacceptable outcomes, and to manage and mitigate those risks. Environmental risk mitigation can give companies and their financiers com- petitive advantage, and lowers the risks of damage to the natural environment.

Infrastructure projects can affect the environment (see Box 1) through:

(1) major hazards such as fire or explosion; (2) violation of environmental regulations such as emis-

sion standards; (3) site contamination; and (4) special concerns such as resettlement, affecting the

indigenous population etc.

These impacts may jeopardize the viability of a project, and therefore expose companies and their financiers to risks. For example, if a private power company installs

equipment that does not meet a country's emission standards, it faces the risk of(1) a civil suit; (2) incurring retrofitting downtime costs; (3) having its permit re- voked, and not being awarded future permits. The com- pany's financiers may have a bad loan, with collateral worth much less than originally estimated.

These risks are systematic; they cannot be diversified away. Infrastructure financiers need to find a middle way between the two extremes of rejecting all projects with any environmental risk and ignoring environmental im- pacts altogether. Both companies and financiers there- fore have strong incentives to minimize their exposure to these risks by assessing them, and then finding appropri- ate means to reduce them. Reduced environmental risks for companies and financiers mean correspondingly lower risks of damage to the natural environment.

All projects in which IFC participates are subjected to environmental appraisal and clearance as a condition of approval. In some countries the experience of dealing with Bank Group environmental requirements has pro- vided a model for upgrading local standards and devel- oping institutional capabilities.

Several beneficial environmental impacts have been observed from IFC's projects. Private entry is often asso- ciated with tariff reform, so prices of services more closely reflect economic costs, leading to large effi- ciency savings. The US$400 million 1992-95 invest- ment programme of an Argentinean electricity distribu- tion company, is expected to reduce energy losses from 30% to 15% over three years, which will reduce its pur- chases of bulk electricity by about 6%, equivalent to about 1.5 million barrels of fuel oil used in its produc- tion. By 1996 savings are expected to rise to 2 million barrels of fuel oil per annum.

Another lesson is that private government contractual arrangements provide a mechanism for building in ex- plicit environmental standards, and incentives for imple- menting and monitoring them. in the Philippines, energy conversion agreements signed between private power developers and the state utility incorporate a schedule detailing the information to be included in the environ- mental impact assessment study, warranties which bind the developer to construct, operate and maintain the fa- cility 'in accordance with internationally accepted environmental standards adopted in the Philippines', and general conditions precedent which refer explicitly to an 'environmental compliance certificate for the power sta- tion'. The presence of explicit environmental warranties in the contract provides increased scope for ensuring compliance.

A better understanding of what is at stake in environ- mental clearances is emerging as country and company experience increases. Many countries are upgrading their environmental standards, clearance procedures and

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Financing energy projects: G Bond and L Carter

enforcement efforts. At the same time governments are recognizing that companies (and their financiers) need an indication of the liabilities that might be imposed via changing environmental standards before they will make large investments.

Finance

Successful financing of private infrastructure involves matching the risk-return requirements of different sources of finance with project characteristics, and this is achieved through careful structuring. Many agencies participate in private infrastructure financing, often act- ing in concert in a single project. In addition to the fi- nance provided directly by IFC, project funds are also supplied by international commercial banks, equipment suppliers' credits, private local lenders and investors, in- ternal cash generation from the project company, and export credit agencies (EXIM banks) and multilateral banks.

In IFC's projects, private foreign sources provided a quarter of the financing; adding in suppliers' credits raises this to 35%. Some suppliers' credits were fin- anced by export credit agencies, whose role in infra- structure financing is becoming more prominent. A quarter of the financing in the IFC sample originated from private local sources. This is partly because many of IFC's established projects were in countries where domestic financial markets were already quite devel- oped (such as India and the Philippines), or have since evolved rapidly (eg Chile, Argentina).

Nearly a fifth of financing in the IFC sample was from internal cash generation, which is more often asso- ciated with an existing operation undergoing expansion than a greenfield project. External official agencies such as IFC, the World Bank and the Asian Development Bank, as well as domestic publicly owned institutions, provided finance.

Where is the foreign equity coming from? US based multinational companies have provided over half. The single largest equity placement in an IFC project was for a Philippines power project, sourced from Hong Kong. In other projects, companies based in Spain, Malaysia and Singapore have also provided equity. These partners reflect both historical ties (eg Spanish links with Latin America), and the increasingly global approach to in- vestment opportunities being taken by large companies, either as sponsors or minority participants.

The financial structure of IFC power projects have been as follows:

(1) The average debt:equity ratio was 68:32, but this conceals a wide dispersion of debt:equity ratios be- tween individual projects.

(2) Power projects have had a higher proportion of debt than telecoms. The difference lies mainly in internal cash generation. Many power projects are green- field (ie starting from scratch), without any internal cash generation available at the time of financing, whereas telecoms projects often use reinvested profits to help finance expansion.

(3) Foreign financing exceeds local financing in all re- gions. Although there is sample bias (by definition all of IFC's projects have some foreign financing), most countries seem to need foreign financing dur- ing the early stages of a shift to private involvement in infrastructure.

Mobilizing f inance

During the last few years, for a variety of reasons, equity has become relatively more easily available for many projects in developing countries. Debt, which often ac- counts for over two-thirds of financing in a greenfield project, has become the key constraint- both in terms of volume and (particularly for infrastructure projects) ma- turity. There are several explanations. First, there are only 30 to 40 banks worldwide that have traditionally played a project financing role, although this is growing. Each bank has exposure limits to individual clients, sec- tors and countries and since a single bank can rarely meet all of the loan requirements of a large project, debt finance typically involves a syndication of l ende r s - which can be time consuming and complex.

Commercial banks are also constrained by the time profile of their deposits. They cannot prudently lend large volumes of long-term debt: the longest interna- tional commercial bank loans are typically 7-12 years. In contrast, many infrastructure projects require financ- ing of over 10 years maturity if the tariffs to service the debt are not to be prohibitive. Institutional sources with long-term depositors, such as pension funds and life as- surance companies, provide a better maturity match for infrastructure financing- but are highly risk averse.

Lenders face many of the same risks as equity in- vestors, but without the upside potential that attracts equity. They may compensate for these risks by adjust- ing their margins but there are limits to how far loan pricing can be pushed. More often, lenders seek to re- duce a project's risks by negotiating the minimum con- ditions under which they will participate. Many of the agreements associated with project financings are risk control devices imposed by lenders. In most projects it is the lenders who have the strongest say in how the fi- nancing is to be structured, how support agreements from sponsors, government agencies and other contract- ing parties are specified, and how security provisions covering claims on assets are set out.

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New patterns of[inance

The limitations faced by banks in lending to projects in developing countries have stimulated the development of alternative financing arrangements to meet the large demand for infrastructure financing. Over the past two years several new investment funds have been created to mobilize funds from investors in the world's major fin- ancial centres for onlending and equity investment in developing country infrastructure projects. The Scudder Latin American Trust for Independent Power, formed in June 1993 with the assistance of IFC, was the first spe- cialized fund designed to mobilize risk capital for invest- ments in private power in developing countries. On a larger scale, the Asian Infrastructure Fund has been established as a US$500 million closed end fund (with IFC participation) that will invest primarily as an equity participant in private infrastructure projects in develop- ing Asian countries. The Global Power Fund is another example of a fund set up to provide equity financing to power projects in IFC member developing countries.

Larger private utilities are starting to access equity markets directly. Several companies have used American depositary receipts (ADRs) to tap the US equity market. ADRs enable foreign companies to issue equity on the US market without complex settlement and transfer mechanisms. Some large multinationals based in devel- oped countries are expanding their financial intermedi- ation role by issuing securities on US and European markets and investing the funds in selected funds and projects in developing countries. Securities issued by these companies are backed by the group's total opera- tions, and hence their placement is made easier than if they were for developing country projects alone.

Developing local capital markets

Although the volume of funds raised from local financial markets is still small (apart from in certain markets, such as India), it is growing. There are four channels through which local financing capabilities are being developed. First, companies already engaged in providing infra- structure services may issue equity on the local stock market. Second, institutional investors such as insurance companies and pension funds make private equity place- ments with individual project companies. A third link- age between infrastructure and local capital markets is through debt financing provided by local commercial and development banks. These institutions can be pri- vately, publicly (government) or jointly owned. Most projects have local currency financing requirements and where possible local banks can contribute to the overall debt package. A fourth avenue for developing local cap- ital markets is where infrastructure companies obtain debt finance through locally issued bonds. Bond issues

are more common from established companies with an earnings track record. However, examples of precom- pletion bond financing are starting to emerge in Chile and Malaysia.

Each of these four types of capital market impact can be beneficial in terms of a country's broader funds mobil- ization capability, but the strongest impacts occur when project financing is taken to the local market, either in the form of an equity listing or a domestic bond issue. Permanent private ownership of facilities tends to be more conducive to a market offering than temporary arrangements like BOT. Hence the pattern of private entry that a country chooses for its infrastructure activi- ties can to some extent determine the capital markets benefits that it receives.

Managing private entry

The question for many governments now is not so much whether to involve the private sector in infrastructure provision, but how to manage the transition to private ownership so that it delivers as many benefits as pos- sible. But deregulating and managing private entry can be politically and technically difficult. Government dilemmas include:

(1) how to implement changes in the face of political opposition from important groups;

(2) how to manage the transition from subsidized infras- tructure service prices to cost related tariffs that en- able a rapid expansion programme to be financed;

(3) how to gain access to external technology and man- agement, without engendering overriding opposition to 'foreign control' of politically sensitive assets and services.

The political problem associated with infrastructure privatization is that, despite potentially large benefits for the population as a whole, there may be short-term losers, including:

(1) existing consumers receiving subsidies, if private entry is accompanied by tariff reform;

(2) employees of state owned enterprises who may be made redundant if they are privatized; and

(3) existing private producers who may currently benefit from lack of competition in their sector.

Furthermore, each of these groups is likely to be better organized and have more political influence than the broader community who ultimately stand to gain from more efficient service provision.

There may also be technical difficulties. Most civil servants have little experience in dealing with risk tak- ing entrepreneurs. Attempts to overregulate private entry can reduce the equity that sponsors are prepared to

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LOW Political costs of adjustment/regulatory effort HIGH

=-i "6

._o E 8 8 uJ

HIGH

Publicly owned regulated monopoly

Unbundling and deregulation

Private entry allowed

No unbundling, vestiture only

Divestiture

Divestiture of SOE

Unbundling/ demonopoliization

Competitive/contestable private infrastructure provision

Unbundling and )rivatiization

Figure I Transitional paths in infrastructure privatization

provide. Governments may not be ready to provide the politically independent (and sometimes highly tech- nical) regulation that fully privatized infrastructure might require.

IFC's experience provides examples of ways in which governments have addressed these difficult questions. There is no single blueprint for what works; the route depends on political commitment (critical), strength of opposition to change, institutional capabilities, investors' perceptions, and the domestic economic and legal envir- onment. Furthermore, different infrastructure subsectors may be addressed in different ways in the same country.

Figure 1 illustrates three ways in which private entry is occurring. The starting point in many countries is a state owned utility which operates as a monopolist and involves little regulatory complexity (top left corner). Private entry may occur through:

(1) Approach A: limited entry allows the private sector to enter parts of the market to provide infrastructure services. This often focuses on the construction of new assets, such as independent power plants, cel- lular networks or new ports. This approach may in- volve relatively low political costs, as many existing assets remain under state ownership. It is typically characterized by contractually based relationships

(2)

(3)

(such as concessions), rather than wholesale regu- latory reform. Approach B, which requires considerable political will, is to divest (privatize) state utilities, but to post- pone the unbundling in order to attract a strong re- sponse from private financiers. Simultaneous unbundling, deregulation and divest- iture (approach C) requires significant political com- mitment and institutional capability. It has been undertaken in several infrastructure subsectors in Argentina.

Approach A (limited entry) may initially have advant- ages for certain countries. It has relatively low political and regulatory costs. Usually this requires steps to de- monopolize the state utility's market, allow the participa- tion of foreign capital, make a commitment to tariff reform, issue licences or concessions, and undertake a transparent tendering process to award them. The an- nouncement of a credible set of sectoral reform policies can elicit a strong private sector response.

Conclusions

The main conclusion to emerge from IFC's experience to date is that despite the risks, private financiers are

974 Energy Polio T 1995 Volume 23 Number 11

Page 9: Financing energy projects: Experience of the International Finance Corporation

Financing energy projects: G Bond and L Carter

providing large amounts of at risk capital to invest in infrastructure services in developing countries. The vol- ume of funds now being mobilized from the market is well above that anticipated only a few years ago and innovative new financing methods are being explored. Private firms are replacing state utilities and delivering better service to more people at reasonable cost. Both private companies and governments are assisting this process. Companies have supplied finance, and the abil- ity to take risks and to implement projects efficiently. Governments have contributed a willingness to privatize, to experiment with new, more competitive regulatory en- vironments and to encourage non-guaranteed financing. IFC's contribution has been as a facilitator, helping with business-government negotiations and bringing financ- ing plans to completion, sometimes in a difficult country or regulatory environment.

Many countries are improving their investment cli- mate with the result that, in many parts of the world, perceived country risk is falling. Divestiture of state util- ities has proved to be the most efficient way of enabling companies to mobilize the financing needed to carry out their infrastructure plans. Privatized companies have a much wider range of financing alternatives than projects financed on a limited entry basis. Privatization has given firms opportunities to access capital markets, and has

stimulated local funds' mobilization. Foreign loans are essential to most countries in overcoming their initial in- frastructure problems but there are limits to the ability of countries to borrow offshore. Ultimately more funds for infrastructure investment will have to be mobilized do- mestically; governments that recognize this are taking steps to develop their local capital markets.

These beneficial outcomes are not being experienced everywhere. Country risk is still a major obstacle to large-scale funds mobilization in many countries. Some governments remain committed to state ownership of in- frastructure and in others vested interests are blocking competitive and transparent private entry. Institutional constraints are also a problem. The pace of reform will depend on how serious inadequacies in traditional in- frastructure provision arrangements are perceived to be, and how the political process of transition is handled once private entry' is allowed.

Acknowledgement

This article is derived from G Bond and L Carter (1994) Financing Private Infrastructure Projects." Emerging Trends from 1FC ~ Experience IFC Discussion Paper No 23, Washington, DC.

Energy Policy 1995 Volume 23 Number 11 9"]5