infrastructure & public-private partnerships (ppp)

AN OVERVIEW OF OUR PRACTICE IN FRANCE

Infrastructure & public-private partnerships (ppp)

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AN OVERVIEW OF OUR PRACTICE IN FRANCE – INFRASTRUCTURE & PUBLIC-PRIVATE PARTNERSHIPS (PPP)

Global advice, local expertise

DLA Piper can provide clients with a seamless combination of transaction advisory services for structuring, bidding and delivering projects, as well as fund formation and operational asset acquisitions and disposals, debt finance expertise for leveraged deals, on-going Capex requirements and refinancing needs and day-to-day advice to support clients with the management of legal risks, resolving disputes and pro-active engagement with regulators.

The successful bidding and delivery of infrastructure in the 21st century is about being local. Infrastructure assets are fixed locally. Users of the assets are likely to be local and operators will need to be locally based and understand local laws, regulation and policy. Through DLA Piper’s network of offices, our clients have access to local connections, local market sensitivity and locally priced services. Our partners and consultants are well connected at the heart of governments and authorities worldwide, from Washington DC to Warsaw, from Paris to Perth.

A strong local presence gives us access to key contacts, stakeholders and decision-makers, ensuring that we can advise on the processes that are unique to each regional and/or jurisdiction. Our global network ensures that the local knowledge is supported by access to the skills and experience derived from a major international practice.

Our infrastructure and ppp expertiseOur lawyers have been advising clients on every facet of complex infrastructure and public-private partnerships (PPP) projects across the globe for many years. The financing for these projects has included non-recourse and limited recourse arrangements, project bonds, sale-leasebacks, capital market and other innovative financing structures. Our lawyers have helped develop ground-breaking finance agreements and project structures and have first-hand experience of the structures that meet the needs of international institutions.

We have represented clients participating in every aspect of a project, including commercial banks, institutional investors, sponsors, private equity funds, debt funds, underwriters, export credit agencies, project developers, utilities and their non-regulated affiliates, vendors, governmental entities as hosts as well as co-investors under BOT, BOO, DBFO/DBFM, PPP and related models.

As a result, our lawyers are able to view any project from the unique perspective of our clients. As part of that process we examine the risks inherent to the project from the client’s perspective, and propose a framework to allocate risks to the parties best able to bear them, with a view to minimising the risks assumed by the client.

Our lawyers maintain excellent working relationships with multilateral financing institutions such as the World Bank, the IFC or the EBRD which facilitates the development of the financing structure in infrastructure projects requiring very high investment volumes. Our experience of acting on some of the first PPP deals in countries, on pathfinder projects in new sectors and new types of relationships between public and private organisations sets us apart.

We provide advice on:

• Project development

• Procurement strategies

• Risk allocation

• Contractual documentation

• Real estate, environmental and planning advice

• Construction

• Finance structuring, financing and refinancing

• Project and contract management and variation

• Strategic communications and public affairs

• Tax structuring

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Selected recent experienceGovernment buildings• Advising in relation to the

financing of the 27-year Court of Justice of Paris public-private partnership contract, awarded to a consortium led by Bouygues Bâtiment Ile-de-France, including recourses made against this major PPP project.

• Advising on the financing, conception, construction and operation of the new headquarters of the ANSES (Agence Nationale de Sécurité Sanitaire de l’Alimentation) the French Agency for Food, Environmental and Occupational Health and Safety.

Water and wastewater• Dam – Advising the arranger

on the financing of certain investments made to operate the Laprade dam, through an assignment of receivables in relation to a public service concession granted by the Conseil Général de l’Aude, a local French authority (department) in the South of France.

• Water treatment – Advising a private company in Guadeloupe (France) on the proposed design, construction, financing, and management of a water treatment plant through PPP.

Highways, roads, bridges and tunnels• Road – Counsel to a consortium

in connection with tenders for a public-private partnership for the financing, design, construction, extension and renovation of a part of the RD 120 road in the center of France.

Telecoms• Advising a French bank and a

German bank on the refinancing of phase 1 of a High Speed Network of telecommunications under a PPP contract concluded between a major telecom operator and a French local authority.

• Advising a French bank and a German bank on the financing of phase 2 of the construction of a High Speed Network of telecommunications under a PPP contract concluded between a major telecom operator and a French local authority.

Transport• Airport – Advising on the PPP

financing of the engineering, construction, operation and maintenance of the Mayotte airport (French overseas territory), including advice on the concession agreement, drafting and negotiating the bridge facility and other project financing documents.

• Rail – Advising a French bank on the financing of the engineering, construction, operation and maintenance of the Puy de Dôme rack train.

• Port – Advising a real estate company on the drafting and negotiation of the port concession agreement for the building, financing and maintenance of a new port (Marina de la Pointe-à-Donne (Baie-Mahault, Guadeloupe)).

• Rail – Advising a major mining company on a pre-feasibility study for a concession in the railway sector in the Democratic Republic of the Congo.

• Port and Rail – Advising the State of Gabon (Ministry of Mines) on a preliminary study for the financing and construction of port and railway infrastructures in Gabon.

• Rail – Advising a European public transport operator in relation to a concession agreement for the operation of public transportation infrastructure.

Defence• Advising the lenders (two French

banks and a German bank) on the proposed PPP financing of five RoRo vessels for the French Ministry of Defence, through a complex and innovative structure involving both shipping and PPP components.

• Advising in relation to the PPP financing of the construction and maintenance of the new headquarters of the French Ministry of Defence.

Energy• Advising the IFC (World Bank

Group) on the liberalization of the electricity sector in Burundi by providing legal and statutory support to the Ministry of Energy and Mining, as well as drafting contract forms (PPP, PPA).

• Advising the Republic of Cameroon on the liberalization of the electricity sector.

• Photovoltaic installations: Advising two private companies managing photovoltaic power plants on public law issues (energy and planning law).

• Wind – Advising a European investment fund dedicated to renewable energy in the acquisition and long-term project financing of two wind farms of

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16 MW and 6 MW respectively, located in the Haute Normandie and Nord Pas de Calais regions in France.

• Wind – Advising Mirova-Eurofideme 3 on a€15 million convertible bond facility to finance the construction of RP Global’s 100MW portfolio of onshore wind and hydro projects in Europe.

• Solar – Advising on the purchase and financing of 5 PV plants in France totaling 55 MW, all mounted on car park roofs (on Renault sites).

Governments• Advising the

Government of the Ivory Coast, alongside other consultants, on a legal framework regarding PPP.

• Advising the OHADA (Organisation for the Harmonisation of Business Law in Africa) on the drafting of a uniform Act regarding PPP and concessions.

Social infrastructure• University – Advising the

consortium on a partnership agreement for the financing, design, construction, operation and maintenance of the new building of Ecole Centrale Supélec, forming part of the new Paris-Saclay University.

• University – Advising the consortium and its lenders on the European University of Brittany partnership agreement for the financing, design, construction, operation and maintenance of four buildings dedicated to digital operations and communications infrastructure.

• University – Advising Groupe Bernard Hayot on the design and creation of an institutional PPP with the French University of Antilles-Guyane.

• Swimming pool – Advising a local municipality in the context of the cancellation by the Court of Appeal of a partnership contract for the design, construction, operation and maintenance of a swimming pool and aquatic centre, including the assignment by way of novation of the financing arrangement and swap transaction from the SPV (as initial borrower and swap counterparty) to the local municipality, with a tripartite agreement negotiated with the local municipality, the SPV and the lender and hedging bank.

• Heating network – Advising the consortium in the proposed extension of the heating and cooling network of Grand Lyon (a group of municipalities in France), to be financed by a combination of short term loans to be granted by a commercial bank and a long term financing by project bonds to be issued by the SPV and subscribed by a group of debt funds.

• Hospital – Counsel to a syndicate of international banks as lenders in connection with the termination of a PPP for the design, construction, financing and maintenance of the new hospital located at Corbeil-Essonnes and Evry and the transfer of the related financing and hedging from the SPV to the public authority.

• Schools/Museums/Headquarters – Counsel to a consortium in connection with an energy performance agreement entered into as a PPP with a French local authority (department) for the financing of the energy efficiency renovation of 20 schools, 3 museums and the headquarters of said local authority (department).

Core businessit is our business to represent consortia, funders and governments. This ensures a wide variety of experience and an understanding of infrastructure projects from all viewpoints. Unlike many other large law firms, DLA Piper treats infrastructure and project finance as a core practice area. We blend commercial and finance experience with a detailed knowledge of key industry sectors.

We advise on the full spectrum of infrastructure and PPP projects, which includes:

• Airports and aerospace

• Education

• Energy

• Health care

• Highway maintenance, charging and street lighting

• Ports

• Prisons and social justice

• Rail

• Roads, tunnels and crossings

• Social infrastructure

Delivering cross-border solutions• With local lawyers throughout

both the mature and developing project finance markets across the global, we provide the expertise to develop workable PPP contracts that are tailored to the local commercial conditions.

• Our local and global presence means that we offer advice that reflects our client’s approach to PPP as well as meeting the needs of local law, language and conventions, all of which govern successful negotiations.

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Tier 3 – Project financeLegal 500 EMEA 2019

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Our locations worldwide

* Cooperation firms

AMERICAS AFRICA ASIA PACIFICAbu DhabiAl KhobarDohaDubaiJeddah Kuwait CityManamaMuscatRiyadh

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EUROPE

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DLA Piper presence

DLA Piper, 27 rue Laffitte, 75009 Paris | T +33 (0)1 40 15 24 00 | F +33 (0)1 40 15 24 01

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Key contacts

Eric Villateau PartnerFinance, Projects & Restructuring+33 1 40 15 25 [email protected]

Jérôme PentecostePartnerLitigation & Regulatory+33 1 40 15 25 [email protected]

Erwan LacheteauPartnerFinance, Projects & Restructuring+33 1 40 15 66 [email protected]

DLA Piper is a global law firm operating through various separate and distinct legal entities. Further details of these entities can be found at dlapiper.com.This publication is intended as a general overview and discussion of the subjects dealt with, and does not create a lawyer-client relationship. It is not intended to be, and should not be used as, a substitute for taking legal advice in any specific situation. DLA Piper will accept no responsibility for any actions taken or not taken on the basis of this publication. This may qualify as “Lawyer Advertising” requiring notice in some jurisdictions. Prior results do not guarantee a similar outcome.Copyright © 2019 DLA Piper. All rights reserved. | NOV19 | A03529

infrastructure & public-private partnerships (ppp)

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