Public Private Partnerships

Transcription

1 CENTRAL EUROPE Project ACT4PPP PPP-Forum Possibilities and challenges of financing public private partnership by EU Structural Funds Pi Principles i and dorganisational Models of Public Private Partnerships Alfen Consult GmbH Mrz-09 1

2 Agenda General understanding of PPP Developments of PPP in Germany Current experiences from PPP projects Decision Making Process Tendering Applied Contract Models Project Examples Public Real Estate t Public Infrastructure Alfen Consult GmbH Mrz-09 2

3 The Company Founded in early 2004 Spin-off from the Faculty of Civil and Structural Engineering, Chair of Construction Economics, at Bauhaus-University Weimar, Germany Limited liability company corresponding to German law (GmbH) Close collaboration between Alfen Consult GmbH and the Bauhaus- Universität Weimar Founder and managing director is Prof. Dr. Hans Wilhelm Alfen Our PPP - Activities Economical / Feasibility Studies Risk Management Financial Models Life-Cycle-Costing Costing Structuring and Implementation of Procurement Processes Tendering and Award Business and Market Analyses Business Consulting Research Studies Alfen Consult GmbH Mrz-09 3

4 Business fields Construction Construction Economics Small and Medium Enterprises (SME) Strategic and Process Management Organisational and Business Field Development Infrastructure (Transportation, Water, Energy, Waste etc.) Infrastructure Economics Privatisation-, PSP- and PPP- Models Sector Analyses Regulation and Deregulation Real Estate Real Estate Economics PPP in Public Real Estate (Schools, Hospitals, Prisons, Administration Buildings etc.) Corporate Real Estate Management (CREM) Public Real Estate Management (PREM) Cross Disciplinary Subjects Project Development and Finance Risk-Management Value Engineering Life Cycle Costing Facility Management Training and Capacity building Alfen Consult GmbH Mrz-09 4

5 Selected References Federal Government Public Real Estate t Manager Economical/Financial Consultancy for preparation tender & award of 6 F- and A-Models in Roads&Highways ( ) 08) Scientific Support to the determination of the first Toll Ordinances in Germany State Ministries Guidelines PSC in NRW and FMK (2003 / 06) Support of Thuringian PPP Task Force (2005) Economical/Financial Consultancy on the viability of a police administration (2005) Capacity Building and training on financial modelling an risk management (2009) Municipalities Study on PREM of the federal government Study on international best practice in the defence sector, g.e.b.b. (2005) Consulting on Risk Management for the first federal PPP Pilot Project in defence, g.e.b.b. (2006) development and introduction of risk management solutions, BBR (2008) Pi Private Companies Economical / Financial Consultancy for preparation, tendering & award of (2003/04) - PPP schools in Meschede (2003/04) - PPP bridges in Frankfurt (2006) - PPP sports facility in Bestensee (2006) - PPP hospital in Viersen (2006) - PPP roads in Waldeck-Frankenberg (2006) - PPP roads in Lippe (2007) - PPP urban development Ruhrbania (2007) - German Aerospace Centre (2008) - PPP Spa in Bad Orb (2007/08) Alfen Consult GmbH Mrz-09 Study on PPP Models for the German Autobahn, Highways (2003/04) management consultancy for international Cement Supplier (2008) 5

6 Company profile Our Experts Longtime experience in consulting public authorities at project development, PPP-schemes, advising tendering and awarding processes Background Director of the business division Public Real Estate at Alfen Consult GmbH (since 2005) Project Manager at Ernst & Young Master of Science (M.Sc.) in Real Estate Management Master in Civil Engineering g (Dipl.-Ing.) g) Dipl. Ing. M.Sc. Michael Frank Selected experience Development of business models for German Aerospace Centre Development and implementation of risk management solutions at Bundesamt für Bauwesen und Raumordnung Supervision of the first federal PPP pilot project on the public real estate sector in Germany Fürst-Wrede-Barracks München, client: g.e.b.b. mbh Development of business models for 28 schools of city Gera Development of project structures and advising the awarding process of the PPP project building and operation of a sports centre at Berlin Bestensee Development of business models PPP-Project Building and operation of a seminar centre client: Ruhr-University Bochum Alfen Consult GmbH Mrz-09 6

7 Agenda General understanding of PPP Developments of PPP in Germany Current experiences from PPP projects Decision Making Process Tendering Applied Contract Models Project Examples Public Real Estate t Public Infrastructure Alfen Consult GmbH Mrz-09 7

8 The Solution: Another Definition of PPP? Trying to define PPP is a bit like... to nail jelly to the wall Alfen Consult GmbH Mrz-09 8

9 The Problem PPP is a very heterogeneous and unspecific term in practice and in scientific literature. confusion in international discussions Perceptions may span from: the integration of private ideas and experts in public structures to complete withdrawal of the public sector from the responsibility for public infrastructure or from a very specific contract model that clearly rules the partnership to a very unspecific, global, somehow organised cooperation between the public sector and the private sector Comparisons of international best practice and/or benchmarking are difficult especially in a scientific context Alfen Consult GmbH Mrz-09 9

10 General Understanding of PPP New Public Management Formal Privatisation/Outsourcing efficiency gains through appropriate sharing of tasks and responsibilites - public: sovereign tasks - private: implementation isation Privat PP PP Risk sharing and incentive structures private Investment and Life Cycle approach longterm contractual relationship - shareholders agreement (public- private SPC) - concession agreement (private Entity) Innovation throughh Output t Specification full (100%) substantive Privatisation Alfen Consult GmbH Mrz-09 10

11 Sub-Sectors of PREM and IM Air Roads Trac cks Water Transportation Supply/Disposal l Airports Transportation Other systems Roads (net), Bridges,Tunnels, Service stations Transportation Other systems Tracks (net) Stations Transportation Other systems Water (net), Harbours Transportation Other systems Alfen Consult GmbH Mrz-09 Energ gy Water Was ste Tel lem. Co Power, Ga as, Central he eat Drin nking water, Wa astewater tr reatment... Generation, Transmission Generation, Treatment, Distribution, Sewers Removal, Disposal, Treatment Fixed nets, Mobile nets Public Real Estates Administration City halls Ministry buildings other plc. buildings Health Hospitals Old peoples homes Sanatoriums,... Culture Museums Theatres etc. Sports / Leisure Sports arenas Public pools Education Kindergartens Schools Universities, Security Police buildings Prisons Defence... Defence Barracks Educational Centres Administration Others Faire Areas 11

12 Typical PPP structure Public Authority as Principal Sponsors = Equity Provider Shareholders Agreement Construction ti Contract PPP contract/concession (5-30%) SPC Special Purpose Company Banks = Debt Loan Provider Agreement (> 70%) Contractor Operator (e.g. Facilities Management) Revenues Service Agreements Public Private Customers/ Users Alfen Consult GmbH Mrz-09 12

13 Success factors for PPP political and economical stability of the project country appropriate legal framework and working legal system (e.g. enforceability of contractual t claims) technical, economical and financial feasibility of the project Well balanced, efficient and clear risk allocation thorough and exhaustive preparation of the project competent and efficient contract partners (in technical, economical, financial i and contractual t aspects) Political support and broad acceptance of the project and PPP Model high purchasing power (people must be capable to pay required user charges) functioning capital market in the country appropriate and transparent tender and award procedures sufficient and fair competition efficient instruments for evaluating and controlling of works and performance Alfen Consult GmbH Mrz-09 13

14 Optimal risk allocation Efficiency Golden Rule: Each party should assume those risks it can evaluate and manage best to achieve an economically optimized result! Optimal private procurement Traditional procurement Traditional Optimal private Too much Risk transfer procurement procurement risk transferred Alfen Consult GmbH Mrz-09 14

15 Determinants of the overall scheme Rules uesof the esubsecto Sub-Sector: - Public Real Estate - Infrastructure General Determinants: Financing of the Sector: - Budget Financing - User Financing (e.g. toll, ticketing fees etc.) Type of Asset: - single building - bundle or network -etc. Type of Works: - new Construction - extension/widening - rehabilitation/modernisation Project Type: - green field - brown field Aim of Partnership: - Urban Development - Public Real Estate and Infrastructure Management Privatisation Model: -formal - functional - material Alfen Consult GmbH Mrz-09 Determinants of the Organisational Model: Partnership Model: - vertikal - horizontal Business Model: - Availability Payments - Shadow Tolls - Active Management~ - direct User Fees (real tolls) -etc. Contract Model: -BROT~ -DBFO~ -BOT~ -etc. Financing Model: - forfeiting Model - project finance -etc. 15

16 Urban development versus public services provision PPPs are used in: Urban Development Public Real Estate t and Infrastructure Management Efficient use of public land/buildings and private capital/ideas for: - the social, economical, architectural ral etc. development of urban areas (public interest) - business development (private interest) - typical developer (no service) approach - investment (no life cycle) approach Value added: new assets for urban development Efficient provision of public services through delegation/outsourcing of appropriate parts of it to the private sector Value added: efficiency ygains in the provision of public services Main focus of the German business approach Alfen Consult GmbH Mrz-09 BMW Plant Leipzig 16

17 User versus Budget Financed PPPs Public Partner: develops idea, structures project, defines procurement method, tenders project, supervises and controls service performance according to his or the users needs Private partner: designs, builds, finances, maintains/operates and eventually uses the facility according to contract regulations and gets payments in form of: availability payments (from public budget) fees (from user with demand risks) for revenues generating facilities only administration buildings, schools, prisons, hospitals, roads etc. Alfen Consult GmbH Mrz-09 - transport and supply systems, etc.. - sport/event arenas, museums, housing etc. 17

18 Contractual and institutional Partnership Contractual-PPP Institutional PPP Partial Privatisation Public Partner PPP- (or other service) contract Public Partner PPP (or other service) contract Public Partner I transferring shares of a public company to a private partner pure private Special Purpose Company (SPC) as assistant of the administration Mixed / Joint Venture Special Purpose Company as assistant of the administration private share public share (Public Partner II) shareholder agreement Mixed / Joint Venture Special Purpose Company in competition at the open market private share public share (Public Partner II) shareholder agreement purchase of services purchase of services purchase of services vertical Partnership PPP-Project contract e.g. as service contract functional Privatisation without or only with temporal transfer of ownership Alfen Consult GmbH Mrz-09 like contractual PPP but in addition: horizontal Partnership at a second level horizontal Partnership shareholder agreement partial materiel privatisation permanent transfer of ownership 18

19 Project finance Financing Model - Project Finance No regress on public sector possible. The bank bears the full project risks and the risks of insolvency of the project company High financing costs: interest rates reflect full project risks; share of equity <=20% High transaction costs: thorough risk analysis through bank Optimal risk allocation Mainly for big projects (~25% of current projects) because of high fix costs Off-balance for public sector Refinancing (payback) for structural engineering still through public sector; road projects could be financed through tolls Principal-agent relationship Principal (Public Authority) Payment for operation Agent (Project company) Award of credit with securities Bank Alfen Consult GmbH Mrz-09 19

20 Financing Model - Forfeiting Models Non-recourse forfeiting of installments (Forfaitierung mit Einredeverzicht) The private partner sells its claims to the bank. These private claims towards the public partner arise out of the construction or renovation service. After the official acceptance of the construction work, the public partner guarantees the payment to the bank independent of the ability to pay of the private partner. Low financing costs: public sector bears the risk after construction interest rates are similarly low as public sector interest rates; equity can be lowered to 0% Low transaction costs Mainly for smaller projects (~75% of current projects) On-balance for public sector Remark: Construction companies should not be able to leave the project completely after construction phase (incentive for life-cycle approach) Principal-agent relationship Principal (Public Authority) Non-recourse agreement Payment for operation Guaranteed payment for debt service Agent Factoring Bank Alfen Consult GmbH Mrz-09 20

21 Motivation for different approaches Smaller projects Bundle projects Motivation Small municipalities try to participate i t in PPP also with small investment needs SMEs lobby for smaller projects and have strong local influence Reduced transaction and administration costs Higher investment needs in big cities Achieve appropriate p investment value to implement project finance structures Forfeiting Project finance lower costs of finance and less risk transfer Motivation Appropriate also for smaller projects Risk transfer seems to be more efficient Project could be designed Offbudget (in line with Eurostat) Transfer of demand risk is feasible Alfen Consult GmbH Mrz-09 21

22 Conclusions PPP is not only a financing model but a complex life cycle oriented public procurement scheme PPP has to be clearly delimited from other PSP and privatisation models internationally, various PPP schemes exist that may differ significantly a simple definition is not possible a scheme or grid of determinants helps for the neutral, comprehensive and clear description of complex PPP and other comparable private sector or privatisation schemes as a basis for any effective and efficient evaluation and / or best practice comparison Alfen Consult GmbH Mrz-09 22

23 Agenda General understanding of PPP Developments of PPP in Germany Current experiences from PPP projects Decision Making Process Tendering Applied Contract Models Project Examples Public Real Estate t Public Infrastructure Alfen Consult GmbH Mrz-09 23

24 Main drivers and objectives for PPPs in Germany Financial backlog Efficiency improvements Speed-up delivery of public infrastructure Public construction spending 2006 decreased by 1.2% to 18.2bn EUR Backlog of investment in road infrastructure (2004: 740m EUR spent; requirement: 2bn EUR p.a.) Optimize construction and operating cost through leverage of efficient private sector Reduced lifecycle cost through better risk allocation and performance incentives Modernise public administration Poor P condition of public buildings through best practice of private Limit immediate financial burden sector on public sector Government target: Increase PPP share of overall public investment from 4% to 15% Alfen Consult GmbH Mrz-09 24

25 Milestones in the History of PPP in Germany 1990: PPP started in water sewage but was not successful 1994: Trunk Road Private Financing Act (F-Model) but with only 2 Projects implemented so far Approval of first two Toll Ordinances for F-Modells development of standard procurement documents for A- and F-model in the R&H sector 2002: Development of the A-Modell and introduction of HGV-Toll 2002: Foundation of the first German PPP Task Force in North-Rhine- Westphalia (guidelines, pilot-projects etc.) 2003: Federal Expert Report on PPP in Real Estate was basis for standardisation process and PPP Task Force on the federal level : additional PPP Competence Centres on State Level 2005: PPP-Acceleration-Law on the basis of the recommendation in the Federal export report on PPP : First 100 PPP-Contracts signed in Social Infrastructure : Tender Procedures for 4 A-Models (3 Contracts signed) 2008: PPP-Simplification-Act (under preparation) 2008: PD (Partnerschaft Deutschland / Partnership Germany) Alfen Consult GmbH Mrz-09 25

26 Institutions on Federal Level Foundation of Partnerschaften Deutschland in autumn 2008 by Federal Ministry of Finance (BMF) and Federal Ministry of Transport, Construction and Urban development (BMVBS) Public Private Federal States Municipalities Holding Advisory Board Managing Board All sectors are covered Tasks: Consultancy services to projects, supporting standardisation processes, Knowledge transfer Alfen Consult GmbH Mrz-09 26

27 Federal PPP-Competence Network Schleswig- Holstein Mecklenburg- Western Pomerania Federal ltask Force within Ministry i of Transport, Building and Urban Development (BMVBS); Transport Infrastructure Financing Company (VIFG mbh) Competence Centre within Investitionsbank North Rhine- Westphalia Rhineland- Palatinate Saarland Lower Saxony Hesse Baden- Württemberg Saxony- Anhalt Thuringia i Bavaria Brandenburg Saxony PPP-Competence Center within InvestitionsBank State of Brandenburg Platform in the Ministry of Economics Task force in the Ministry of Finance PPP-Task Force within Ministry of Finance Working Group within Ministry of Building + Transport Task Force within Ministry of Finance PPP-Kompetenzzentrum (Projektentwicklungsgesellschaft RLP) Task Force within the Ministry of Economics Working Group in the State Ministry of Interior Affairs Alfen Consult GmbH Mrz Session 1

28 Agenda General understanding of PPP Developments of PPP in Germany Current experiences from PPP projects Decision Making Process Tendering Applied Contract Models Project Examples Public Real Estate t Public Infrastructure Alfen Consult GmbH Mrz-09 28

29 Decision Making Process Phase I: Establish business needs and option appraisal Need, technical, economic and financial feasibility Selection of potential realisation concepts PPP-Test Phase II: Preparation and conception Phase III: Tendering and award Development of the traditional procurement option (PSC) Development of the PPP procurement option Efficiency comparison (value for money test) Preparation and execution of the prequalification Negotiation procedure Efficiency comparison (value for money test) Contract award and closing the deal Phase IV: Implementation and contract management Monitoring the contract Performance control and auditing Phase V: Termination of Contract (e.g. handing over or reuse of asset) Alfen Consult GmbH Mrz-09 29

30 Duration of the tender and negotiation phase (social infrst.) Offenbach West Offenbach Ost 30 Months Mai 34 Months in total Monheim Rhein-Erft-Kreis Gütersloh Gladbeck Cologne Leverkusen Schwarzenbek Frankfurt 6 Mon. 8 Months 7 Mon. 8 Months 10 Months 10 Months 12 Months 17 Months Jan Jan Jan Jan Jan Jan Alfen Consult GmbH Mrz-09 30

31 Duration of the tender and negotiation phase (transport infrst.) F-Model Warnowtunnel 23 Months F-Model Herrentunnel 25 Months A-Model BAB A8 BY A-Model BAB A4 TH A-Model BAB A5 BW A-Model BAB A1 NI 30 Months 30 Months 42 Months 36 Months Oct Oct Oct Oct Oct Oct Oct Oct Oct Oct Oct Alfen Consult GmbH Mrz-09 31

32 PPP Contract Models (the German example) I PPP- Erwerbermodell PPP- Purchaser Model (BROT) Main differences: II PPP-FM Leasingmodell PPP-FM Leasing Model (BLOT/M) - transfer and / or status of III PPP-Vermietungsmodell - ownership or ownership PPP-Renting Model (BROM) IV PPP-Inhabermodell the contract period PPP-Owner-Model (DBFOT) V PPP- Contracting Modell PPP-Contracting Model equivalent rights, at any time of - exploitation / marketing risks (at the end of the contract period) VI PPP-Konzessionsmodell PPP-Concession Model (BOT) VII PPP-Gesellschaftsmodell PPP-Joint Venture Model - budget~ / user financing - mixed legal status of SPC Model VI and VII can be combined with the other models Alfen Consult GmbH Mrz-09 32

33 Agenda General understanding of PPP Developments of PPP in Germany Current experiences from PPP projects Decision Making Process Tendering Applied Contract Models Project Examples Public Real Estate t Public Infrastructure Alfen Consult GmbH Mrz-09 33

34 PPP in Defence Sector Project Fürst Wrede Barracks in Munich Volume Approx. 48 million Euro Investment (entire Project Volume 164 million) Status quo / Procurement is done. Outlook Winning bidder: HOCHTIEF PPP Solutions (2008) Contact Federal Ministry of Defence, Mr Lorkowski, Government Official [email protected] de Alfen Consult GmbH Mrz-09 34

35 PPP in Defence Sector Project Location Fürst Wrede Barracks in Munich North of the regional capital Munich, Bavaria The authority needs to reconstruct/redevelop accommodation facilities as well as to redevelop the remaining property. Description The premises will be exclusively used by the German Federal Armed Forces in future. The Federal government will remain owner of property. Action: Planning, construction, financing and operation Utilisation: Administrative building (military police, army command IV, accommodation building and further smaller offices) Schedule / milestones: General decision: i 27. October 04 Start of contract awarding procedure: 21 August 06 Start of contract : 1 th quarter 2008 Start of utilisation: partial operation continues, total operation 4 th quarter 2009 Alfen Consult GmbH Mrz-09 35

36 Schools in Offenbach (Los Ost) Project informations: the project include the redevelopement, operating and financing of 50 schools including their outside facilities the contract duration is15 years after contract termination the schools are reverted to the contracting authority the investment volume is EUR 100 million and the whole size of account is EUR 410 million Partnership agreement authority: Kreis Offenbach SPV: Hochtief PPP Schulpartner GmbH Hochtief PPP Solutions GmbH (47.45%), Hochtief Facility Management GmbH(47.45%), Kreis Offenbach ( 5.1%) Financing contract Creditor: Westdeutsche ImmobilienBank, Landesbank Hessen-Thüringen Planning and construction contract Construction: Hochtief Construction AG Facility Management contract Facility Management: Hochtief Facility Management GmbH Contract Model: Company and Owner Model Alfen Consult GmbH Mrz-09 36

37 Examples of PPP on road sector Federal Highways and Federal roads Realisation of two F-models (Rostock, Lübeck) ~ 395 mn Warnow Crossing Rostock (tunnel) ~ 220 mn Status: awarded 1996, open to traffic 2003 Trave Crossing Lübeck (tunnel) ~ 175 mn Status: t awarded d 1999, open to traffic 2005 Realisation/Tender of 4 A-models ~ 950 mn BAB A8 Munich-Augsburg Status: awarded 2007, under construction ~ 230 mn BAB A4 Bypass of the Hörselberge Status: awarded 2007, under construction ~ 170 mn BAB A1 Hamburg Bremen Status: to be awarded soon ~ 300 mn BAB A5 Baden Baden Offenburg Status: preferred Bidders designated ~ 250 mn Alfen Consult GmbH Mrz Session 3

38 Main Differences between A- and F-Model Criteria F-Model A-Model Type of Contract 30 year concession starting with the beginning i of operation new construction, maintenance, operation and finance of - bridges, tunnels, mountain passes -multilane federal expressways 30 year concession starting with site installation ti - widening of Autobahn sections from e.g. 4 to 6 lanes - maintenance/operation of new and existing lanes - finance Legal basis FStrPrivFinG (Trunk Roads Construction ti Private Financing Act) no special law required Principal Municipality or Federal Government Federal Government (and State) and Federal State transfer of tasks, rights by grant Status of the law, legal act or ordinance g y Concessionaire i acting quite independent assistant of the administration acting by order/ on behalf of the administration Revenues/ Subsidy (up to 20% of investment) Subsidy (up to 50% of investment) Toll from all vehicles: Toll from lorries only: Sources of - collected by the concessionaire Finance - to whom the right is granted - collected by independent operator - received by government - regulated by toll ordinance, BMVBS - regulated by toll ordinance, BMVBS - on request by the concessionaire - independent of A-Model concessions Alfen Consult GmbH Mrz-09 38

39 Examples of PPP on road sector State roads 3 design, build, maintain-contracts ( Funktionsbauvertrag ) in Bavaria Airport Bypass East Munich Status: awarded 2005, under construction ~ 16 mn Bypass Miltenberg Status: t awarded d 2005, under construction ti ~ 39 mn Main Bridge and Bypass Bergrheinfeld (part IV) Status: awarded 2007, under construction ~ 10 mn build & maintain of State roads in County of Saale-Holzland in Thuringia Part of the state road network in the of County Saale-Holzland Status: awarded 2007, under construction ~ 20 mn Alfen Consult GmbH Mrz-09 39

40 Examples of PPP on road sector County roads and municipality roads (abstract) awarded New construction, maintenance, operation and finance of road section Harsewinkel in North-Rhine-Westfalia Status: awarded 2007, under traffic ~ 2.5 mn in tender process Heavy maintenance (and finance) of the network of the county roads of the County Lippe in North-Rhine-Westfalia tf Status: Award expected Mai 2009 ~ mn (project volume) After some initial difficulties, PPP in the sector of federal highways seems to be picking up Good experiences with PPP in the field of social infrastructure are leading to the implementation of PPP on roads subordinate to federal highways Alfen Consult GmbH Mrz-09 40

41 Thank you for your attention Hans Wilhelm Alfen General Manager Details Alfen Consult GmbH Lisztstraße Weimar Telefon +49 (0) Telefax +49 (0) [email protected] [email protected] Michael Frank Head of Real Estate Michael Korn Head of Infrastructure [email protected] [email protected] Alfen Consult GmbH Mrz-09 41