Infrastructure & Project Finance

Transcription

1 Infrastructure & Project Finance Ranked in Tier One by Chambers & Partners Ranked 1st in the world in the Dealogic Global Review 2010 in the category of Global PFI/PPP Deals Ranked 2 nd in Dealogic Global Review 2010 in the category of Global Project Finance Deals Ranked 1 st in the Asia-Pacific Project Finance league tables by Dealogic 2010 in the category of Asia and Asia-Pacific Project Finance Loans Ranked 1 st in the world in the Dealogic Global Review 2009 in the category of Global PFI/PPP Deals Ranked 1 st in the world in the Dealogic Global Review 2009 in the category of Global Project Finance Deals Won the National law firm of the year' in the IFLR 2010 Asia Awards. Only law firm in India to have been nominated in two deal categories project finance & 'debt and equity linked' deal of the year for Asia Indicative list of Transactions: HPCL-Mittal Energy Ltd - Rupee Financing for Refinery Debottlenecking: The Firm, acting as the sole legal counsel to the borrower, advised HPCL-Mittal Energy Ltd. (HMEL) in relation to the rupee term financing of approx. USD 865 million for the debottlenecking of the 9 MMTPA refinery at Bathinda in the State of Punjab for the expansion of the refinery capacity to MMTPA along with improvements in design/ configuration and stabilization. The Firm led the negotiations for HMEL and was actively engaged in the structuring and finalization of the financing and security documents in the deal which involved complex documentation inter alia envisaging the migration of certain existing term lenders of the borrower from an existing facility agreement to a common facility agreement for the lenders financing the debottlenecking. Dalmia Cement (Bharat) Limited (DCBL) 2.43 MMTPA Cement Manufacturing Unit Rupee Financing: The deal involved consortium rupee term loan assistance of Rs. 887 crores to DCBL for the development, design, procurement, ownership, construction, commissioning, operation and maintenance of 2.43 MMTPA cement manufacturing unit at Belgaum in the State of Karnataka. The Firm, as the lenders legal counsel, was involved in structuring, drafting, negotiating and finalizing the financing and security documents. The financing comprised elements of both corporate and project finance. It also involved complex structuring as a subsidiary of the borrower was providing third party security in favour of the lender to secure the loan. Bangalore International Airport Limited: The Firm advised Bangalore International Airport Limited (BIAL) in relation to term loan facilities aggregating to USD 204 million (approximately) availed by BIAL from ICICI Bank Limited and Axis Bank Limited, for part financing of the expansion of terminal T1 of the Bengaluru International Airport. Adhunik Cement Limited (ACL) - Refinancing of existing loan facilities: The transaction involved a corporate loan facility of Rs. 275 crores for the purpose of refinancing of the existing loan facilities of the borrower company. The Firm acted as the lender s legal counsel and in a short span of time structured, drafted, negotiated and finalized the financing and security documents for the transaction. ReNew Wind Energy (Karnataka) Private Limited: The Firm is acting as lenders legal counsel to a consortium of lenders led by YES Bank Limited, in relation to term loan facilities 1

2 aggregating to approximately USD 42.8 million provided to ReNew Wind Energy (Karnataka) Private Limited, for setting up of a wind power generation project, with a capacity of approximately 50.4 MW, being implemented at Tadas, Haveri District, Karnataka. YES Bank Limited: The Firm acted as the lenders legal counsel to YES Bank Limited, in relation to a term loan facility (including letter of credit facilities as a sub-limit of the term loan facility) of approximately USD 13.7 million (approximately) provided to Sehore Kosmi Tollways Limited (a company promoted by Ramky Infrastructure Limited), for the two laning of Sehore- Icchawar-Kosmi road in the state of Madhya Pradesh. ReNew Wind Energy (Jath) Private Limited: The Firm is acting as lenders legal counsel to a consortium of lenders led by YES Bank Limited, in relation to term loan facilities aggregating to USD 84.8 million (including letter of credit facilities of upto USD 37 million, as a sub limit of the term loan facilities) provided to ReNew Wind Energy (Jath) Private Limited, for setting up of a wind power generation project, with a capacity of approximately MW, being implemented at Jath, Sangli District in the state of Maharashtra. OPaL Petrochemical Complex Dahej - Debt Financing: The Firm acted as the sole legal counsel to ONGC Petro-additions Ltd. (OPaL), a company promoted by ONGC and Gujarat State Petroleum Corporation Ltd., to lead the negotiations on behalf of OPaL and to structure and finalize the financing and security documentation in connection with the syndicated term loan facility of approx. USD 2.83 billion for the setting up of a greenfield petrochemical complex situated at the Dahej Special Economic Zone in the State of Gujarat, India. YES Bank Limited: The Firm is acting as lender s legal counsel to YES Bank Limited, in relation to certain financial assistance being provided to the developer for the construction and development of 20 MW (10 x 2 MW) wind power project at Jaisalmer, in the state of Rajasthan. HPCL-Mittal Energy Ltd First and Second ECB Financing for Refinery Debottlenecking: The Firm acted as the sole legal counsel to HPCL-Mittal Energy Ltd. (HMEL) in relation to the first and second ECB financings, collectively of an amount of USD 150 million, to part finance the debottlenecking of the 9 MMTPA grassroots oil refinery in the State of Punjab for expansion of the refinery capacity to MMTPA along with other improvements in design/ configuration and stabilization of the refinery. Project Finance- Alstom-Bharat Forge JV Mundra SEZ project financing Advised Alstom Bharat Forge Power Limited (ABFPL) and Kalyani Alstom Power Limited (KAPL) as borrowers' counsel to the joint venture companies formed by ALSTOM Power Holdings S.A., France and Bharat Forge Limited, India ABFPL and KAPL in two inter-linked project finance transactions. ABFPL and KAPL availed financing of an aggregate amount of approximately USD 725 million, from a syndicate of banks led by ICICI Bank and AXIS Bank, for manufacturing super critical and sub critical steam turbines, generators and associated auxiliaries and systems. The availment of the working capital facilities prior to the achievement of commercial operations made this transaction niche in its field. Air India Limited Restructuring: Advising the lenders led by State Bank of India, in connection with the restructuring of the total working capital debt of Rs Crores of Air India Limited GTL Group Restructuring- Advising the lenders led by Union Bank of India for the CDR Cell guided restructuring of the debt of GTL Limited, GTL Infrastructure Limited and Chennai Network Infrastructure Limited. Axis Bank Limited Jas Infrastucture & Power Limited- Advising a consortium of banks and financial institutions led by Axis Bank Limited for the financing of a 1320 MW thermal power project at Banka, Bihar by Jas Infrastructure & Power Limited, a company in the Abhijeet Group of Companies. 2

3 Export Import Bank of the United States Samalkot Power Limited- Advising the Export Import Bank of the United States in relation to USD financing for the development of a 2262 MW gas based power plant in Andhra Pradesh USD 587 million (approx) to Samalkot Power Limited, a subsidiary of Reliance Power Limited. State Bank of India Sasan UMPP- Advising the lenders led by State Bank of India, in connection with their financing of USD 3.14 billion for the USD 4.2 billion, 6 x 660 MW supercritical Ultra Mega Power Project with captive coal mines at Sasan, Madhya Pradesh, where the Firm s scope of work included due diligence on Sasan Power Limited (a subsidiary of Reliance Power Limited), on behalf of the lenders, including review of project documents and advise on an ongoing basis. Award: Luthra & Luthra Law Offices has been awarded India Firm of the year for this deal by ACQ Country Law Award This deal won the award of being the Deal of the Year by India Business Law Journal. KSK Mahanadi- Represented a consortium of 27 lenders, led by Power Finance Corporation, in connection with the USD 2.7 billion senior secured syndicated rupee term and letter of credit facility to KSK Mahanadi Power Company Limited in relation to the construction and operation of the 3600 MW (6x 600 MW) coal based thermal power project, being built at an estimated project cost of USD 3.56 billion, at Nariyara, Janjgir Champa District, Chhattisgarh. DB Power Limited-This project involved the setting up of part financing for construction, development of a 1 X 600 MW of coal based thermal power plant in Janjgir, Champa ditrict, Chattisgarh, India. The estimated project cost was USD 765 million (approx). IL & FS Infrastructure Development Corporation Limited- Advised in relation to the bidding process, finalization of the draft concession agreement and the bid documents in relation to selection of concessionaire for implementation of a 24 x 7 water supply project in Delhi, which is one of first of its kind in the country. The Firm rendered active assistance to the project advisors, Infrastructure Leasing & Financial Services Limited, in formulation of the concession agreement and finalization of all bid documents. Korean Western Power Co. (subsidiary of KEPCO)- Advised Korean Western Power Co, a subsidiary of South Korea s power giant KEPCO, in relation to its acquisition of 40% of the shareholding of Pioneer Gas Power Limited (the first phase involved acquisition of 22.7 %), an SPV implementing a 388 MW gas based power plant in Raigad, Maharashtra, having a estimated project cost of USD 274 Million. Rajasthan Sun Technique Energy Private Limited- Luthra & Luthra acted as the sole legal counsel for Rajasthan Sun Technique Energy Private Limited. The Firm was involved in structuring and finalization of financing and security documents with respect to the transaction, and was involved in negotiating the documents on behalf of the borrower with a value of USD 277 million approx. TATA Steel- Acted as Lenders Legal Counsel (LLC) to a consortium of 22 banks and financial institutions led by State Bank of India in relation to the debt funding provided to Tata Steel Limited Group for the 2.9 mtpa crude steel capacity brownfield expansion project at the Tata Steel works at Jamshedpur for a total syndicated rupee debt of approximately USD 2.08 billion. DEG & Proparco Hanjer Biotech Energies Private Limited- The Firm drafted and negotiated the English law governed loan agreements, security documentation, inter-creditor agreement; specific issue based due diligence and legal opinion on Indian law governed documents. 3

4 Jaipur Metro Rail Corporation Limited- Advising Jaipur Metro Rail Corporation in respect of the bidding out the Jaipur Metro Rail Project to a private concessionaire and other general advisory work pertaining thereto. The key advice has been on Project Finance. The estimated value was USD 1.94 Billion. Coastal Andhra Power Limited- Acted as Lenders Legal Counsel for a consortium of 15 banks and financial institutions led by IDBI, in connection with part financing for development, design, procurement, construction, commissioning, of the Power Station having combined capacity of 3960 MW with each Unit having a capacity of 660 MW and using super critical technology at Krishnapatnam, Andhra Pradesh with a project cost envisaged at USD 2.72 billion. Nordic Investment Bank, Helsinki, Finland: Luthra & Luthra Law Offices acted as sole Lenders Legal Counsel in relation to the facility of SEK 607,000,000 and EUR 8,600,000 provided to Power Grid Corporation of India Limited by Nordic Investment Bank for the purpose of part financing of a project of the company in India consisting of construction of a HVDC multi terminal system package. Adani Power- Acted for a consortium of Indian and foreign banks led by the State Bank of India in relation to project financing of the phase-wise USD 3 billion expansion of 3300 MW (5 x 660 MW) being undertaken by Adani Power in Gujarat. Award: This deal won the award of being the Deal of the Year by India Business Law Journal. Recipient of the Project Finance Magazine Indian Power Transmission Deal of the Year Cairn India Limited- Acted on behalf of Cairn India Limited to secure funds denominated in both - INR and USD for its projects in Rajasthan. The funds appropriated were equivalent to USD 1.6 billion. Award: This deal has also won the award of being the Deal of the Year by the PFI Magazine. This deal won the award of being the Deal of the Year by Project Finance and Infrastructure Finance Magazine. ONGC Petro-additions Limited- Represented ONGC Petro-additions Limited (an SPV promoted by ONGC), in connection with the syndicated term loan financing of USD 1.9 Billion for its 1.1. MMTPA Greenfield Petrochemical Complex project at Dahej SEZ, Gujarat. Award: This deal won the award of being the Deal of the Year by India Business Law Journal. This deal won the award of being the Deal of the Year by Project Finance and Infrastructure Finance Magazine. This deal also received an Honourable Mention by Asia-Counsel. Planning Commission of India- Assisted in finalizing the model transmission agreement, model concession agreements for redevelopment of Railway Stations and development of Greenfield airports, and model RFP & RFQ documentation for public private partnership (PPP) projects. Nagpur 24x7 Water Supply Project- Assisting on an ongoing basis in respect of an international water major s bid for a full city water supply concession in the city of Nagpur, a first of its kind in India, which envisages 24x7 water supply through PPP. The project includes - refurbishment of existing water supply infrastructure through JNNURM funding, and a long term O&M component. 4

5 Hyderabad Metro Rail Corporation: Advised Hyderabad Metro Rail Limited ( Authority ) in relation to the bidding process for selection of Concessionaire for implementation of the Hyderabad Metro Rail (MRTS) Project on Public Private Partnership mode. Gujarat Maritime Board: Advising on an ongoing basis in various projects including in connection with concession agreements, license agreements, bidding and other contractual arrangements of the Gujarat Maritime Board in relation to various ports in the state of Gujarat including port facilities situated in Wandh, Pipavav, Sikka and Maroli. Ministry of Railways: Advising the Ministry of Railways, Government of India in relation to a bidding process for selection of a concessionaire, for the purpose of entering into two long term procurement-cum-maintenance agreement for the supply of electric locomotives and the setting up of a factory in Madhepura, Bihar, and for the supply of electric multiple units and the setting up of a factory in Kanchrapara, West Bengal. GMR Group: Advised the GMR Group in bidding for a scheme for the strengthening of Western Region Transmission network. Bank of China and Standard Chartered Bank: Advising in connection with a proposed foreign currency facility to be provided for the financing of the 3960 MW Ultra Mega Power Project in Sasan, Madhya Pradesh, India. Acting as Indian counsel for the lenders, scope of services includes conducting due diligence and preparing financing documentation, and advising on Indian law matters. Cairn India Limited: Advised Cairn on structuring & legal issues in construction of a crude oil pipeline & related issues arising under various production sharing contracts and advising on an ongoing basis. GMR Group Kamalanga Project: Assisted GMR Group in relation to the drafting and negotiation of the Engineering, Procurement and Construction Contract for a 1050 MW thermal power project in the State of Orissa. GMR Chhattisgarh Power: Acted as Lenders Legal Counsel (LLC) to a consortium of banks and financial institutions led by Axis Bank Limited in relation to the project finance lending provided to GMR Chhattisgarh Energy Limited (GCEL), a GMR Group special purpose vehicle, for an amount of USD 1.78 billion. Tata Power: Advised Tata Power in relation to the O&M agreements for 2400 MW Power Plant and 80 MW captive power station with the owners of the power stations. IOT Utkal: Acted as Lenders Legal Counsel for a consortium of lenders in relation to their project financing of crude oil and finished product storage and handling facility, proposed to be constructed and operated on a Build Own Operate and Transfer (BOOT) basis, as part of a 15MMTPA Greenfield oil refinery. The entire project cost is estimated at USD 650 million. Axis Bank GMR EMCO Energy: Acted as Lenders Legal Counsel to a consortium of 10 banks and financial institutions led by Axis Bank Limited in relation to the project finance lending provided by them to EEL (a 100% subsidiary of GMR Energy Limited). The project involves the setting up of 2x300 MW units in Chandrapur District, Maharashtra. The project cost is estimated at USD 770 million. 5

6 Refinery Complex Project ECB: Advised two Indian companies in connection with ECB term loans of USD 200 million each, availed for part financing of a refinery complex project, pipeline and associated facilities. HPCL Mittal Energy Ltd: Assisted HPCL Mittal Energy Ltd. (an affiliate of HPCL & LN Mittal Group) in relation to setting up and limited course financing of a green field refinery project in India including negotiating and drafting lease agreement and product off-take agreement. HPCL-Mittal Pipelines Limited: Assisted the borrower (HPCL-Mittal Pipelines Limited, a subsidiary of HPCL Mittal Energy Ltd.) in relation to the financing of a 1012 km cross county crude oil pipeline including negotiating and drafting a pipeline usage agreement. SBI Caps: Conducted due diligence on a government of Gujarat government owned company, on behalf of a potential investor. The company operates in the areas of E&P (upstream sector) and undertakes gas trading, in addition to various other oil and gas related activities undertaken by its subsidiaries. Bharat Oman Refineries Limited: Advised Bharat Oman Refineries Limited in relation to the additional investment in the company by Oman Oil Company and Bharat Petroleum Corporation Limited, for the purpose of funding a 6 million metric tonne refinery project by Bharat Oman Refineries Limited with an estimated cost of USD 2.4 billion. Investment in KVK Energy: Represented Old Lane India in its investment into KVK Energy, as part of which the Firm conducted due diligence of project documents and other related documentation for 9 power projects owned by companies in which KVK energy had equity stake. IDBI--GVK: Acted as the lender s counsel to a consortium of financial institutions, led by IDBI Bank Ltd., in relation to the financing of a 540 MW (2x270 MW) power project being built by GVK Power Ltd. (a subsidiary of GVK Power & Infrastructure Ltd.). Highway upgrade - Pink City Expressway: Advised in relation to their financing of a toll based road project being developed by Pink City Expressway Private Limited for upgrading the existing four lane highway into a six lane highway in the Gurgaon-Kotputli-Jaipur section in the states of Haryana/Rajasthan. Ahmedabad Maliya Tollway: Advised a consortium of Indian banks led by IDBI Bank in relation to their financing of a toll based road project being developed by L&T Ahmedabad Maliya Tollway Private Limited (a subsidiary of the L&T Limited). GMR Group Bangladesh & Sri Lanka bid: Advised a GMR entity in its bid to acquire stakes in 3 power projects in Bangladesh and 2 power projects in Sri Lanka. The Firm advised on various aspects of the transaction, including reviewing and advising on all project related documents, financing documents, and the share purchase agreement. Restructuring and modernization of Delhi airport: Advised a consortium comprising Changi Airport Managers & Partners Pte Ltd. and Bharti, in bidding for the acquisition of a substantial stake in a joint venture company with the AAI, in connection with the restructuring and modernization of the Delhi and Mumbai airports, as part of the Government s airport privatization initiative. 6

7 ArcelorMittal: Advised an affiliate of ArcelorMittal in relation to the submission of bid to a government company for selection of joint venture partner for developing and mining of an iron ore block in India. ArcelorMittal: Advised an affiliate of ArcelorMittal for setting up a joint venture company in the state of Jharkhand for the purposes of undertaking mining of a captive coal block jointly by the affiliate of ArcelorMittal and an affiliate of a major Indian private sector infrastructure group for captive consumption. Sesa Goa Limited: Advised on a 30 MW waste heat recovery based power generation facility (developed to operate using the waste coke oven flue gas generated from the fuel supplier s coke oven facility and blast furnace gases generated from the fuel supplier s pig iron facility) which has been set up on a BOO basis. Noida Toll Bridge Company Limited: Advising on an ongoing basis in relation to the first ever private sector toll- bridge project in the country set up on a BOT basis. Alumina Smelter & Refinery Project: Acting as lenders legal counsel to the lenders in a nonrecourse financing to a ring fenced green field phase wise development of an alumina smelter & refinery (of final capacity equal to 5 MTPA) and aluminium refinery (of final capacity equal to 1.75 MTPA) in India. Merrill Lynch Commodities (Europe) Limited: Advised in respect of a 600 MW coal based thermal power plant and conducted extensive due diligence on the project company. Minor Port & Shipbuilding Complex: Advising a leading infrastructure and engineering company in India in relation to development and structuring of a minor port and ship-building complex. Water Supply Project Philippines: Advised an Indian company in the bidding in connection with the privatization of a water supply project in the Philippines. Reviewed several transaction documents including the Concession Agreement, and also assisted in the bid process. 7